CONDITIONS REGARDING REGISTRATION AND PRODUCT JAMES BOSWELL INSTITUUT

GENERAL TERMS AND CONDITIONS

Article 1 Definitions

• Customer: the party who (directly or not) enters into an agreement with the JBI and is liable to pay to the JBI the sums that are related to this agreement, including the enrolment fee. If the customer is the natural person who participates in the education or exam, then s/he is also participant under these terms and conditions.
• Participant: The natural person who participates in education or exam.
• Services: Education or exam.
• Exam: A test administered by or in the name of the JBI, following a course or not.
• Enrolment fee: The sum liable to pay to the JBI by the customer for following education or taking an exam.
• JBI: The James Boswell Instituut, part of the University Utrecht.
• Tailor-made course: A course which has been produced by the JBI at special request by the customer.
• Education: The programme offered by the JBI, including courses, tailor-made training programmes and workshops.
• Agreement: the agreement between JBI and customer in which the JBI agrees to deliver one or more services to one or more customers against payment by the customer.
• Product: The electronic or physical products, including computer programs, that are delivered by the JBI to the customer.
• Terms and conditions: these conditions regarding registration and products of the JBI.

Article 2 Applicability

1. These conditions apply to all the offers and quotations made by the JBI, to all enrolments by participants and are part of all agreements. Terms and conditions made by the customer are not applicable and are not binding for the JBI.
2. If these conditions are changed by the JBI, the changes are part of every agreement made after these changes have come into force.
3. In the event of contrariety the agreement prevails over the conditions.
4. In the event of contrariety between the Dutch text of the conditions and a translation, the Dutch text prevails.

Article 3 Offer and realization of the agreement

1. All quotations and offers made by the JBI are totally free of obligation, unless otherwise stated in writing by the JBI. If an offer or quotation by the JBI includes an offer free of obligation and this offer is accepted by the customer, the JBI has the right to dissolve this agreement within five working days after having received the acceptance by the customer.  The offers and quotations of the JBI are valid for 30 days, unless otherwise stated.
2. An agreement is constituted by enrolling, giving an assignment or placing an order by the customer and the subsequent acceptance of this by the JBI. The customer accepts the applicability of the terms and conditions by enrolling, placing the order, and/or giving the assignment, orally or in writing. The acceptance by the JBI can take place through any means of communication.
3. The delivery periods used by the JBI are all target dates and as such no firm dates. 
4. The JBI has the right to postpone its obligations towards the customer, as long as the customer has not fulfilled his payment obligations in respect of any legal relation with the JBI.

Article 4 Terms of payment

1. The rates and prices of the JBI include VAT if applicable and, for education, exclude materials, unless otherwise stated.
2. The JBI retains the right to change its prices and rates. Altered rates and prices apply to all agreements made from the moment these changes are introduced. 
3. If a customer has not paid an invoice or not within the appointed time, the customer is liable to pay any cost, legal or otherwise, incurred by the JBI for collecting the amounts payable, besides legal interest.
4. In the event of no payment within the appointed time by the customer, or in the event of no or no proper performance of any obligation by the customer, the JBI has the right to dissolve the agreement in writing, and the stop any deliveries or services. This does not interfere with the right of the JBI to demand performance or reimbursement as a result of the dissolution of the agreement.

Article 5 Termination of the agreement

1. The JBI has the right to dissolve the agreement immediately by means of written communication without previous notice of default, if:
   - the customer fails imputably in performance of his obligations, notwithstanding receiving notice of default;
   - the customer has used a product in violation of the rights of use or restrictions of use, and/or has violated the intellectual property law related to that product;
   - suspension of payment is granted to the customer or the customer is declared bankrupt, the customer requests a debt rescheduling agreement, or the customer is placed under guardianship or under administration;
   - attachment is made of the customer’s possessions regarding substantial debts and this attachment lasts longer than two months;
   - the customer stops his business operations completely or in part or winds up his enterprise in another way, and/or changes his business activities or transfers these to a third party without prior consent by the JBI.
2. If the agreement is terminated by virtue of the first sub clause all amounts payable to the JBI are immediately and completely claimable.

Article 6 Force majeure

1. By Force majeure we mean any failure in executing the agreement that cannot be attributed to the customer or the JBI, because it is not due to any fault by JBI or customer, nor for which the JBI or the customer is responsible by virtue of the law, legal transaction or acceptable standards.
2. In the event of temporary force majeure for the JBI, including the situation that a product ordered by the customer is not in stock, the JBI has the right to extend the period of delivery by the time that the force majeure takes.
3. In the event of permanent force majeure, the JBI and the customer have the right to dissolve the agreement in writing. In the event of force majeure the customer cannot claim compensation from the JBI for any damage or loss, without prejudice to article 6:78 BW.

Article 7 Complaints

1. Unless agreed otherwise, the customer is to communicate a complaint about a product in writing, and with a clear description of the complaint, within ten working days after delivery; failure to do so results in cancellation of the complaint.
2. Unless agreed otherwise, the customer is to communicate a complaint about a service in writing, and with a clear description of the complaint, within ten working days after delivery; failure to do so results in cancellation of the complaint.
3. On receipt of the complaint, the JBI will send the customer a confirmation of receipt with the target date for the discussion of the complaint by the JBI.

Article 8 Liability

1. The total liability of the JBI regarding attributable failure in the obligation of delivery of any goods and services is limited to compensation of direct damage per event with a maximum of the amount paid by the customer to the JBI (excluding VAT) and the directly involved cost. The compensation for the latter costs, such as travelling costs, is maximized at €200. For this article, a range of related damaging events is considered one event.
2. In this article, by direct damage is only meant:
   a. reasonable costs incurred by the customer to conform the performance by the JBI to the agreement;
   b. reasonable costs made to determine the cause and extent of the damage, as long as this determination is related to the direct damage in the meaning of this article;
   c. reasonable costs made for the prevention of or limitation of damage, as long as the customer can demonstrate that these costs have led to a limitation of the direct damage in the meaning of this article.
3. Excluded is any liability by the JBI for indirect damage, including consequential loss, loss of profit, lost savings, discontinuation of business and any other damage than that described in article 8 sub clause 2, unless in the event of malice or gross negligence by the JBI or a third party engaged by the JBI.

Article 9 Intellectual and industrial property

1. Any copyrights and any other rights pertaining to intellectual and industrial property, as well as similar rights, including rights for the protection of know-how and confidential information, related to goods and services delivered by the JBI to the customer belong solely to the JBI or its licensors.
2. Without prior written consent by the JBI, the customer is not allowed to copy, publish, change or publish in any newspaper or magazine (digital or not) or in a television or radio programme, unless otherwise agreed, This article is a proviso in the sense of article 15 sub clause 1 Dutch Auteurswet.
3. The customer is not allowed to change or remove any notice regarding the rights as meant in this article or titles, brands or business names, on any goods or documentation delivered by the JBI on behalf of its services.
4. Without prior consent by the JBI, the customer is not allowed to develop or teach, with or without others, any education that is based on education given by the JBI or based on lesson plans used by the JBI.

Article 10 Applicable law and regulations on disputes

1. The agreement and these terms and conditions are governed by Dutch law. Disputes resulting from the agreement between the JBI and the other party which cannot be solved by mutual agreement are submitted to the court which has jurisdiction under the law in Utrecht.

Article 11 Personal data

1. The JBI processes personal data in the strictest confidence and in compliance to legislation for the protection of privacy. Personal data are only used for own activities regarding education and administration.

SPECIAL STIPULATIONS REGARDING GOODS

Article 12 Electronic products

1. If a product is an electronic product, it is sent by the JBI to the customer; only the customer is responsible for the installation and implementation.

Article 13 Long distance selling

1. If the customer is a natural person who is not acting from his profession or as a representative of a company and it is a matter of long distance sale, article 13 sub clause 2 and sub clause 3 is valid. Expressly excluded is applicability of Article 7:46f, first sub clause, BW.
2. Different from what is stated in Article 7, The customer has the right to dissolve the long distance sale without giving any reason within seven working days after receipt of the goods delivered by the JBI. The customer needs write to the JBI to dissolve the sale within the period stated in the previous sentence.
3. In the event described in the previous sub clause, the customer needs to return the goods properly wrapped and together with the original documentation. The cost of returning the goods are for the customer.
4. What is stated in sub clause 2 does not apply if the agreement relates to:
   a. the delivery of services;
   b. goods effected in accordance with specifications given by the customer;
   c. sealed computer programs of which the seal has been broken.

Article 14 retention of ownership and risk

1. The JBI retains the ownership of all goods, belonging to a product or service, as long as the customer has not completely met his payment obligations to the JBI, for whatever reason.
2. Liability for any goods, delivered or made available by the JBI to the customer, falls completely to the customer from the moment of delivery or availability.

Article 15 Additional regulations concerning the return of goods

1. In addition to article 7: if a complaint refers to products that have been sent to the customer, the customer is only entitled to return these goods to the JBI if the product had not been ordered by the customer or if the customer received the product physically damaged.
2. If the customer returns a product to the JBI, the customer is to send the product properly wrapped including the original documentation and/or address label, and the customer is to inform the JBI in writing of the reason for returning the product. At receipt of the product the JBI, if it feels that the product was returned for a good reason, will send the correct product or the undamaged product as soon as possible.   

SPECIAL STIPULATIONS REGARDING SERVICES

Article 16 Content, enrolment and participation

1. The educational programme and the knowledge tested in an exam is described on the JBI website. The JBI reserves the right to change the educational programme. In the event of substantial changes, the JBI will inform the customer.
2. Enrolment for education or an exam can only take place with the form on the JBI website or at the JBI reception. If this form has not been filled in completely and correctly, no enrolment takes place.
3. The enrolment fee is paid in advance and is to be paid straight away after filling in the enrolment form, either by online payment or by PIN payment at the JBI reception. A signed quotation does not count as payment. Article 18 gives more information about payment by a third party.
4. Participants are placed in order of arrival of the enrolment fee or guarantee of payment. Guarantee of payment can only be given by the customer by activating the confirmation link on the JBI website.
5. The JBI has the right but is in no way obliged to assess the participant’s skills level to determine whether this corresponds to the course. If the JBI finds that this level is too low, it has the right not to admit the participant. The JBI is never responsible for the enrolment for education or exams at a level that is too high or too low. If there is enough room, the JBI can transfer a participant at his request to another course. Transfer is only possible if the JBI has given wrong written advice. If there is no room in any other course, the enrolment is dissolved and the course fee paid is refunded, minus €35 administration costs (ex VAT), to the participant on a bank account of his choice. This refund takes place within four weeks of receipt of the information regarding the bank account.
6. Enrolment for a course is possible until 5 working days after the start of the course, provided there are places available.
7. Enrolment for an exam is possible until 2 working days after the start of the course, provided there are places available.
8. The customer or the participant can derive no rights from the minimum and maximum number of participants that is mentioned on the JBI website.

Article 17 Discounts on the enrolment fee

1. A student or employee of Utrecht University can only claim a possible discount on the enrolment fee (if at all applicable) if a valid student or employee number has been filled in on the enrolment form.
2. The student or employee number must be registered at Utrecht University on enrolment.
3. If the number filled in appears to be wrong or non-existent, no discount is given.

Article 18 Payment by a third party

1. If a participant indicates on enrolment that the enrolment fee is to be paid by a third party, this third party will be seen as the customer. All information, including the KvK (Chamber of Commerce) number, should be filled in on the enrolment form. If this third party is part of Utrecht University, an SAP number should also be filled in.
2. If the third party mentioned in the sub clause above does not pay the enrolment fee for whatever reason, the participant will be considered the customer and he will be liable to pay the enrolment fee. By enrolling the participant expressly agrees to this.

Article 19 Cancellation of course meetings or exams

1. The JBI aims at making up for cancelled meetings or exams within one month following the end date of the course.
2. If a participant does not attend the meeting or exam on the rearranged date, the customer has no right to a refund of the enrolment fee for this meeting or exam.

Article 20 Cancellation by the JBI

1. The JBI reserves the right to refuse an enrolment for education or an exam without giving reasons, and also in the event of insufficient participants to cancel a course or exam or to merge different groups of participants. The JBI will inform the customer timely.
2. Dependent on the reason for refusing enrolment, the JBI will refund the enrolment fee paid by the customer on a bank account of his choice. This refund takes place within four weeks of receipt of the information regarding the bank account.
3. Cancellation by the JBI of a course or an exam can take place by announcing this to the participant until three working days before the planned start. In that event the enrolment fee will be refunded completely to the customer on a bank account of his choice. This refund takes place within four weeks of receipt of the information regarding the bank account.

Article 21 Transfer

1. If requested, the JBI can transfer a participant to another course, group or exam.
2. Transfer to a later period is possible until ten working days before the start date of the course. 
3. Transfer is not possible if the enrolment fee is €90 or less.
4. The participant can request a transfer at the JBI. The JBI is not obliged to grant this request and can also attach conditions to this transfer, such as payment of the difference in enrolment fee by means of PIN payment at the JBI reception.

Article 22 Cancellation by participant or customer

1. The participant or customer can cancel the enrolment in writing or by email until ten working days before the start of the exam or the course (with the exception of tailor-made courses, cf Article 28). In that event the enrolment fee paid will be refunded to the customer, minus €35 administration costs, on a bank account of his choice. This refund takes place within four weeks of receipt of the information regarding the bank account.
2. If the customer or participant wants to cancel his enrolment within ten days before the start of the course or the exam,  the customer will be refunded 50% of the enrolment fee on a bank account of his choice. This refund takes place within four weeks of receipt of the information regarding the bank account.
3. A refund of the enrolment fee is not possible if the enrolment fee is €90 or less.
4. If the participant stops attending the course or exam on or after the start date, the customer has to pay the complete enrolment fee.
5. The participant or the customer is to send the request for refund to the JBI administration by post or by email, with all the relevant information regarding personal data, and course or exam. The date of receipt is considered the date of the request.

SPECIALl STIPULATIONS REGARDING TAILOR-MADE COURSES

For tailor-made courses the conditions below apply, in addition to and, if so stated, contrary to the conditions above.

Article 23 Inventory and planning

1. In principle, an individual tailor-made training course is preceded by an intake interview. This consists of an interview with a teacher who assesses the level of the participant, and possibly a written test. Based on the level, learning targets, wishes of the participants and the customer and the possibilities JBI draws up a individual learning plan in the form of a quotation.
2. A tailor-made group training course is preceded by an inventory by the JBI and the customer of the level and the learning targets of the participants, wishes and possibilities. Based on this inventory, the JBI draws up a individual learning plan in the form of a quotation.
3. Based on wishes and possibilities and in joint consultation, the JBI and the customer determine the planning of the tailor-made course: period, dates and number of meetings of the course.
4. A training course will be finished within the period mentioned in the quotation, unless agreed otherwise.

Article 24 Accepting a quotation

1. If the JBI does not receive the signed quotation within the stipulated time, it will remove the reserved dates for the training course from the planning.

Article 25 Enrolment fee not paid in time

1. If the enrolment fee due has not been paid before the start date of the course and no deviating terms of payment have been agreed upon, the JBI has the right to postpone the tailor-made training course or to dissolve the agreement.

Article 26 Programme changes

1. After agreement on a tailor-made training course has been reached, additional changes to the programme of the training course can only be made if the customer has requested this in writing and both parties have agreed to these changes in writing. The JBI is entitled to withhold its assent and/or to ask for additional financial recompense.
2. If the customer requests such changes only orally or by telephone, only the customer bears the risk of incorrect execution or non-execution of these changes. In that event, the JBI cannot be held responsible.  
3. If the tailor-made course needs to be postponed or takes up more time as a result of changes requested by the customer, the JBI cannot be held responsible. 
4. The customer is to inform the tailor-made department in writing of occasional cancellations at least 24 hours before the meeting (jbi.maatwerk@uu.nl). If the customer fails to do so in time, the meeting is considered to be held.
5. The customer can move a maximum of two meetings to another date without cost, provided the course can be concluded within the period given in the quotation.

Article 27 Extending a tailor-made course

1. The customer can request the JBI for an extension of a tailor-made course. The JBI is not obliged to grant this request and can ask for additional conditions. The JBI is also entitled to refuse this request. Extension can only take place after written confirmation by the JBI and occurs under the same conditions as the original tailor-made course.

Article 28 Cancellation by the customer of the tailor-made course

1. Contrary to what is said in Article 22, customers will be fully charged for tailor-made training course meetings that have not been attended by the participant as well as for tailor-made training courses cancelled after conclusion of the agreement.

Commencement date: 09 February 2012

Copyright ©2012 James Boswell Instituut