GENERAL TERMS AND CONDITIONS OF DELIVERY VIVACE-CTC

Version: September 2025 - applicable to all offers, assignments and agreements of Vivace-CTC, based in Joure.

1. Definitions

  1. Vivace-CTC: the user of these terms and conditions, also the contractor.
  2. Client/participant: the natural or legal person who enters into an agreement with Vivace-CTC or registers for an education, training, master class, coaching programme or other service.
  3. Agreement: every agreement between Vivace-CTC and client/participant concerning services and/or materials to be delivered by Vivace-CTC.
  4. Services: all work to be performed by Vivace-CTC, including training, coaching, consultancy, education, master classes, supervision, peer review, online sessions and related activities.
  5. Materials: all documents, content, models, formats, presentations, tools and other digital or physical works provided or developed by or on behalf of Vivace-CTC.
  6. Working day: Monday to Friday, excluding public holidays in the Netherlands.

2. Applicability and ranking

  1. These conditions apply to all offers, tenders, assignments, agreements and legal relationships between Vivace-CTC and client/participant.
  2. Deviations shall apply only if confirmed in writing by Vivace-CTC.
  3. Purchasing or other terms and conditions of the client are expressly rejected.
  4. In case of conflict, the following order of precedence applies: written agreement or order confirmation, registration form, processing agreement if applicable, these terms and conditions, offer.
  5. Nullity or nullification of a provision shall not affect the validity of the remaining provisions. In that case, the invalid provision shall be replaced by a provision that approximates its scope as far as possible.

3. Offers, registration and cancellation

  1. All offers and quotations of Vivace-CTC are without obligation, valid for 20 days, and based on the information of client/participant at that time. Obvious errors or mistakes do not bind Vivace-CTC.
  2. The agreement is concluded after written or electronic acceptance by client/participant and written or electronic confirmation by Vivace-CTC.
  3. Upon registration for a course, training or master class, the participant will receive a confirmation of registration containing at least the name of the activity, the date or dates, the costs, the payment conditions and a reference to these general terms and conditions.
  4. Cancellation by client/participant is only possible by e-mail or by registered letter. The date of receipt of the cancellation shall count as the cancellation date.
  5. If cancelled no later than four weeks before the scheduled first education, training or master class day, 10% of the agreed price will be charged as an administration and cancellation fee.
  6. In case of cancellation within four weeks before the scheduled first course, training or master class day, the full amount is due, unless otherwise agreed in writing.
  7. The client/participant may be replaced by another participant at no extra cost, provided this is communicated to Vivace-CTC in writing in advance.
  8. Any refund will take place within 14 days after written confirmation of the refund by Vivace-CTC.
  9. The statutory cooling-off period of 14 days only applies if client/participant is a consumer and the agreement is concluded remotely or outside the sales area. No statutory cooling-off period applies to business orders.

4. Implementation, planning and changes

  1. Vivace-CTC performs the services as a best-efforts obligation to the best of its knowledge and ability. There is no obligation of result and no guarantee of specific outcomes.
  2. Deadlines and schedules will be set as carefully as possible. In the event of unforeseen circumstances, Vivace-CTC may adjust deadlines or schedules.
  3. Changes or additional work requested by or due to the client will be charged separately at the then current rates and may affect the planning.
  4. Vivace-CTC may engage third parties for parts of the execution, provided this fits within the nature and quality of the assignment.
  5. Vivace-CTC has a public complaints procedure. This is available via Vivace-CTC's website.

5. Co-operation and information obligation of client/participant

  1. Client/participant shall provide all information, access, decisions and cooperation reasonably required for performance in a timely manner.
  2. Client/participant guarantees the accuracy and completeness of information provided.
  3. If necessary cooperation or information is not forthcoming, Vivace-CTC may suspend performance and charge the resulting costs separately.

6. Compensation, rates and costs

  1. Unless otherwise stated, rates are exclusive of VAT and other levies, travel and accommodation costs, location costs and material costs.
  2. For courses, trainings and master classes, the website, quotation or registration form will state which costs are included, such as teaching materials, coffee/tea, lunch or certificate of participation.
  3. Any charges for textbooks, literature or additional materials will be clearly stated in advance if they are not included in the price.
  4. Vivace-CTC may adjust fees in the event of changed market conditions, indexation, increased costs or changed laws and regulations. For ongoing processes, the client will be informed in advance.

7. Invoicing and payment

  1. Unless otherwise agreed, for assignments: 50% in advance upon assignment confirmation and 50% at mid-term or no later than 14 days before the last day of training.
  2. For individual registrations for courses, training or master classes, payment applies within 14 days of confirmation of registration, unless otherwise agreed in writing.
  3. In case of non-timely payment, client/participant shall be in default by operation of law and legal interest shall be due.
  4. All reasonable extrajudicial collection costs shall be borne by the client/participant.
  5. Vivace-CTC may suspend its obligations in the absence of timely payment or adequate security.
  6. Vivace-CTC aims to answer administrative queries by e-mail or voicemail within 24 hours on weekdays.

8. Intellectual property and right of use

  1. All intellectual property rights in materials belong exclusively to Vivace-CTC or its licensors.
  2. Client/participant only acquires a personal, non-exclusive and non-transferable right to use materials for their own study, development or internal business purposes.
  3. You may not reproduce, disclose, modify, translate, distribute, sell or share any materials, in whole or in part, without the prior written consent of Vivace-CTC.

9. Confidentiality

  1. The parties shall maintain strict confidentiality on all information that is by its nature confidential or designated as such.
  2. This obligation applies during the term of the agreement and indefinitely thereafter.

10. Data protection and privacy

  1. Vivace-CTC processes personal data in accordance with its current privacy statement, available on the website.
  2. Personal data of clients, participants and stakeholders will be treated confidentially.
  3. If Vivace-CTC acts as a processor, the parties shall enter into a processor's agreement if necessary.

11. Liability

  1. Vivace-CTC performs its work with care and to the best of its knowledge and ability.
  2. Unless mandatory law provides otherwise, Vivace-CTC's liability shall be limited to the amount paid out by Vivace-CTC's liability insurance in the case in question.
  3. If no insurance payment is made, liability is limited to the amount paid by the client/participant for the assignment in question, with a maximum of €1,500 per event.
  4. Vivace-CTC shall not be liable for indirect damage, consequential damage, loss of profit, missed savings or damage due to business interruption.
  5. Limitations of liability do not apply to damage resulting from intent or deliberate recklessness on the part of Vivace-CTC.

12. Force majeure

  1. Force majeure means any circumstance independent of the will of Vivace-CTC that temporarily or permanently prevents fulfilment, including illness or failure of trainers, government measures, disruptions, fire, weather conditions, transport problems or failure of locations or third parties.
  2. In the event of force majeure, Vivace-CTC may suspend its obligations, move the activity or dissolve the agreement in whole or in part without liability for damages.
  3. Work already performed and costs incurred will be invoiced pro rata.

13. Termination and suspension

  1. Vivace-CTC may suspend or terminate the agreement if client/participant imputably fails to fulfil obligations.
  2. Termination does not release client/participant from the obligation to pay for services already rendered and costs incurred.

14. Electronic communication

  1. Electronic communication, including e-mail and digital signature, has the same legal force as written communication, unless mandatory law provides otherwise.

15. Amendment of these terms and conditions

  1. Vivace-CTC may amend these terms and conditions. The amended terms and conditions will apply after publication on the website or after written notification.
  2. For individual registrations already confirmed, the terms and conditions as in force at the time of registration will apply, unless a change is legally necessary.

16. Applicable law and choice of forum

  1. The legal relationship between Vivace-CTC and client/participant is exclusively governed by Dutch law.
  2. Disputes shall be submitted to the competent Dutch court, unless the parties jointly opt for another form of dispute resolution.

17. Final provisions

  1. If any provision is void or unenforceable, it shall be replaced by a provision that approximates its scope as closely as possible. The remaining provisions shall remain in full force and effect.
  2. The Dutch-language version of these terms and conditions prevails in case of differences of interpretation.

Vivace-CTC - Joure, September 2025