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General Terms & Conditions Keendoc B.V.

Article 1 Definitions

Customer: That is you, Keendoc’s counterparty, to whom we provide our Services.

Content Provider: The party that creates the content for our Keendoc webinars.

General Terms and Conditions: These general terms and conditions, that are accepted by the Customer by entering into an Agreement with Keendoc.

Identifier: The unique code consisting of a combination of a username and password or other type of identification, either provided by Keendoc or created by the User him- or herself, with which access to Keendoc's Services can be obtained.

Services: All online services offered by Keendoc, including but not limited to the educational webinars Keendoc offers through its website, as well as all associated non-online services of Keendoc, such as (the delivery) of information on printed media and other information carriers.

Agreement: The agreement between Keendoc and the Customer that is formed once the Customer places or makes an (electronic) written order, registration, or assignment with Keendoc, through Keendoc’s website, via e-mail or via telephone.

Keendoc: Keendoc B.V. as defined in article 2 of these General Terms and Conditions.

User: The person who, on the basis of the Agreement entered into by the Customer, has registered as a User and has access to one or more of the Services by means of a strictly personal Identifier.

Article 2 Keendoc's identity

Keendoc B.V. is a limited liability company incorporated and acting under the laws of the Netherlands. Keendoc registered at the Dutch Chamber of Commerce under registration number 94795096, and has its offices at the Biltseweg 33, 3763 LD Soest, the Netherlands.
The VAT number of Keendoc is: NL866894962B01
Keendoc can be reached at [email protected]

Article 3 Applicability

The General Terms and Conditions apply if Keendoc provides its Services to the Customer.
By placing or making an (electronic) written order, registration, or assignment with Keendoc, through Keendoc’s website, via e-mail or via telephone, the Customer also agrees to the applicability of these General Terms and Conditions to any and all its future agreements with Keendoc.
Keendoc is entitled to revise and / or update these General Terms and Conditions from time to time. Keendoc will inform the Customer of any changes made.
If any provision of these General Terms and Conditions is null and void, is annulled or otherwise proves to be non-binding, the other provisions of these General Terms and Conditions shall remain in full force and effect and Keendoc and Customer shall liaise to agree on substitute provisions that most closely correspond to the contents and purpose of the non-binding provision.

Article 4 Formation and duration of Agreements

All quotations and offers made by Keendoc are without obligation for Keendoc and do not bind Keendoc, unless a period for acceptance has been mentioned and the quotation or offer has been accepted within that period.
Agreements between Keendoc and Customer shall come into effect as soon as Keendoc has confirmed such in writing or, if this moment is earlier, if Keendoc has started to execute the Agreement.
Agreements that are entered into for a specific period of time cannot be cancelled or terminated prior to expiration of that term.
Notwithstanding the previous paragraph, a Customer has the right to dissolve the Agreement concluded by telephone or via the Internet within fourteen (14) working days after receipt of the delivered Service, as long as the Customer and / or User has not made any use of the Service. Dissolution shall be cone by means of a written notification.
In case of a lawful dissolution Keendoc shall cancel the Agreement and refund the price paid to Customer within thirty (30) days after the dissolution, provided that Customer and / or User has not made any use of the Service prior to the cancellation of the Agreement by Keendoc.

Article 5 Price and payment

Prices are, unless explicitly stated otherwise, exclusive of turnover tax (VAT).
In the event of an Agreement involving amounts payable periodically by Customer, Keendoc shall be entitled to adjust the applicable prices and rates by giving written notice. The price change shall not take effect earlier than one (1) month after the written notification.
Furthermore, Keendoc is entitled to adjust the agreed prices and rates by means of a written notification for Services provided three months or more after the agreement has been concluded. The Customer who does not wish to agree to price adjustment shall be entitled, within seven (7) days after the said notification, to terminate the Agreement in writing against the date on which the change takes effect .
Payments shall be made upon placing or making the order, registration or assignment by the Customer to Keendoc, or if an invoice is sent by Keendoc within (fourteen) 14 days of the invoice date to the account number specified by Keendoc, unless otherwise agreed.
The right of suspension or set off by Customer is excluded.
Payments made by the Customer will always be used in the first place to pay any interest and costs that may be due, and after full payment thereof, to pay the invoices that have been outstanding for the longest time, even if the Customer states in the payment that this relates to a later invoice.
If Customer has not, not timely or not completely fulfilled his payment obligations, he / she shall be deemed to be in default without notice of default being required. The Customer shall then owe statutory (commercial) interest on the outstanding amount
Keendoc's claims shall become immediately due and payable in the event of liquidation, bankruptcy or suspension of payments of the Customer.

Article 6 Execution of the Agreement and delivery

For the execution of the Agreement Keendoc will make use of services or products provided to Keendoc by third parties.
Customer shall see to it that all data which Keendoc indicates to be necessary or which Customer should reasonably understand to be necessary for the execution of the Agreement are provided to Keendoc in time.
Keendoc shall endeavour to observe the (delivery) periods stated by it as much as possible. However, these terms can never be regarded as deadlines. If a delivery period is exceeded because Keendoc has not received the information referred to above or because such information turns out to be incorrect, Keendoc shall be entitled to suspend performance of the Agreement and/or to charge Customer for the extra costs resulting from the delay in accordance with Keendoc's customary rates.
Keendoc shall not be liable for any loss or damage, of whatever nature, resulting from Keendoc having relied on incorrect and / or incomplete data provided by Customer, unless such incorrectness or incompleteness ought to have been known to Keendoc.

Article 7 Access to and use of the Services

For the duration of the Agreement the User shall obtain a non-exclusive, non-transferable right to access and consult the Services at the times that these Services are available for this purpose.
Keendoc shall provide User with an Identifier to gain access to the Services to which the agreement relates.
Use of the Identifier is strictly personal. The User is not permitted to disclose the Identifier to third parties or to have it used by third parties. In all cases, the User is liable for this unauthorised use.
If Keendoc suspects that there has been unauthorised use by third parties, as referred to above, it is entitled to carry out a check on Customer and / or User without prior notice, with which Customer and / or User must fully cooperate.
With a view to maintain and / or improve the quality of the Services, Keendoc is entitled to change or alter the Services, the underlying Pplatform and software, including regulations on access times, identification procedures, and the addition or omission of information to or from Services, as well as to close access to the Services at times when maintenance and repair work is carried out.

Article 8 Quality of Services

Keendoc will perform its obligations to the best of its knowledge and ability without being deemed to have assumed an obligation to achieve a result if this has not been expressly agreed.
The Services are provided on the basis of the information available at the time of delivery, which often originates from third parties. Although Keendoc strives to prevent such, and takes great care in the processing and compilation of the information it publishes as part of the Services, it is possible that this information is incomplete or outdated or that it contains inaccuracies or (typographical) errors. Keendoc explicitly does not provide any guarantees with regard to the use, validity, accuracy, timeliness or reliability of, or the results of the Services.
Keendoc does not guarantee that the Services will be available continuously, that the operation will be uninterrupted or error-free. The Customer / User is responsible for the protection of its own equipment and software by installing and using (recent) anti-virus programs and, for example, making the backup copy of the results obtained.
If Keendoc's website refers to other websites by means of a hyperlink, these references will be displayed to the visitor for information purposes. Keendoc is not responsible for the content of the websites to which reference is made.

Article 9 Limitation of Liability

Unless otherwise provided in these General Terms and Conditions or the Agreement with Customer, Keendoc shall not be liable for any damage resulting from any shortcoming from an agreement with Customer, which includes damage resulting from the use of (or inability to use) the Services, or from the information obtained therefrom, as well as damage resulting from wrongful acts towards Customer and / or User, all this unless the damage was caused by intent or conscious recklessness of Keendoc. If, despite the foregoing, Keendoc can be held liable, it will not be liable for indirect damage, or consequential damage, including trading loss and loss of profit or damage as a result of personal injury suffered by third parties.
Without prejudice to the foregoing provisions, the liability towards the Customer is limited to a maximum of the invoice value of (the part of) the Agreement from which the liability arises or, if that is lower, the amount that is covered and paid out by Keendoc's business liability insurer in the relevant case.
Keendoc is not liable or responsible for the content provided by its Content Provider, results and/or decisions based on it and the inaccuracy of the content.
A condition for the creation of any right to compensation shall in any event be that Customer reports the damage to Keendoc in writing as soon as possible after it has arisen. The right to any compensation shall in any case lapse if the damage has not been reported to Keendoc in writing at the latest within two (2) months after it arose, or after the time when Customer could reasonably have been aware of its existence.

Article 10 Force majeure

A force majeure is every circumstance beyond Keendoc's control, even if this circumstance could already be foreseen at the time Agreement was concluded, as a result of which Keendoc is unable to fulfil its obligations (in full or in part). This shall include but is not limited to: fire, accidents, restrictions imposed by an authority, riots, serious disruptions in Keendoc's business such as strikes, blockades, excessive absenteeism due to illness, internet disruptions, as well as the impossibility of fulfilling as a result of shortcomings on the part of Keendoc or persons or products engaged by Keendoc for the performance of Services.
During force majeure, Keendoc's obligations shall be suspended. If the period in which fulfilment of the obligations by Keendoc is not possible due to force majeure lasts longer than thirty (30) days, both parties are authorised to dissolve the Agreement without any obligation to pay damages.
If Keendoc has already partly performed its obligations when the force majeure occurs, or can only partly perform its obligations, it shall be entitled to invoice separately the part already performed or the part that can be performed, as the case may be, and Customer shall be bound to pay this invoice as if it were a separate contract. However, this does not apply if the part already performed and/or executable part has no independent value.

Article 11 Intellectual or industrial property rights

All rights of intellectual or industrial property (including, but not limited to, patent rights, trademark rights, copyrights, model rights, know-how, database rights and exclusive licences) to all delivered Services developed or made available pursuant to the Agreement, are vested exclusively in Keendoc or its licensors.
Customer and / or User only acquires the rights of use and powers expressly granted to it in the Agreement or otherwise. This right of use cannot be regarded as an explicit or implicit licence to publish, reproduce, exploit or provide to third parties, in any form whatsoever, including integrating it in networks or having it appear on several screens or otherwise making it public, whether or not after editing.
Customer shall not be permitted to remove or change any indication concerning copyrights, brands, trade names or other intellectual or industrial property rights from Services.
If it is irrevocably established in law that the Services infringe any intellectual or industrial property right belonging to a third party, or if in Keendoc's opinion there is a fair chance that such an infringement will occur, Keendoc shall take such Services offline.
Any other or further liability or indemnity obligation of Keendoc on account of infringement of intellectual or industrial property rights of third parties shall be excluded, including liability and indemnity obligations of Keendoc for infringements caused by the use of the Services in a form not modified by Keendoc, in connection with items or software not supplied or provided by Keendoc, or in any other manner than that for which the Services were developed or intended.

Article 12 Confidentiality

Parties are obliged to keep confidential all confidential information obtained from each other or from other sources in the context of the Agreement. Information is considered confidential if this has been communicated by the other party or results from the nature of the information. This applies in any case to information that becomes known to Customer and / or User through the Services. The Customer and / or User undertakes not to disclose or give such information to third parties and to use it only for the purpose for which it was made available to her / him.

Article 13 Privacy

The agreements made with respect to Customer’s and / or User’s personal data are stipulated in a separate Privacy Statement.
In the interest of the registration of training credits for in-service training, permanent education and training with the competent bodies, Keendoc will be able to make the necessary data available to those bodies without prior consent.
Keendoc will regularly provide Customer and / or User with up-to-date information and possible offers. If Customer and / or User unsubscribing from such mailings can be done by means of a written notification to Keendoc at the address referred to in Article 13.
Under certain conditions, Keendoc is entitled to make the training results of Users obtained with the Agreement available to the Customer. The personal data that is shared with the Customer in this respect includes: the name, the profession (whether or not indirectly), the fact that – and the date/time – the User has successfully completed a course in accordance with the requirements for participation and the number of hours/points obtained with the course.

Article 14 Questions and complaints

Questions of an administrative nature and questions about the content of the Services will be answered by Keendoc within a period of ten (10) working days from the date of receipt. Letters that require a foreseeably longer processing time will be answered by Keendoc immediately with a confirmation of receipt and an indication of when a more detailed answer can be expected.
Complaints about the performance of the Agreement must be submitted to Keendoc in a timely, complete and clearly described manner at the latest within two (2) months after the Customer has discovered or has been able to observe the defects. Failure to submit the complaint in time may result in the Customer losing his or her rights in this regard. The complaint must be submitted in writing to: [email protected]
If the complaint cannot be resolved by mutual agreement, a dispute arises that is subject to the dispute settlement procedure of Article 15.2.

Article 15 Final provisions

Keendoc may transfer its rights and obligations towards the Customer to a third party, of which Keendoc shall notify the Customer in writing. If the Customer does not wish to agree to this, he has the right to terminate the agreement in writing within seven (7) days from the date of the notification.
Any dispute between Keendoc and the Customer will be settled by the competent Dutch court, but only after the procedure in accordance with the Minitrial regulations of the Stichting Geschillenoplossing Automatisering in The Hague (= non-binding advice procedure) has been followed, without prejudice to the right of the parties to request a preliminary injunction in summary proceedings. The court with relative jurisdiction is the court in Amsterdam, unless Keendoc chooses to bring the case before the court of the Customer's place of residence.
All obligations between Keendoc and the Customer are governed by Dutch law, with the exception of the United Nations Convention on Contracts for the International Sale of Goods.

The most recently uploaded version on the Keendoc website is always applicable.

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