GENERAL TERMS AND CONDITIONS Over-CInvestments B.V. E-mail: info@khaleelavillas.com
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Website: www.khaleelavillas.com   

‍Definitions 
1.   Over-C Investments B.V.: Khaleela, established in Groningen, Chamber of Commerce no. 85056707.
2.   Customer: the party which Over-C Investments B.V. has entered into an agreement with.
3.   Parties: Over-C Investments B.V. and customer together.
4.   Consumer: a customer who is an individual acting for privatepurposes.
4.   Consumer: a customer who is an individual acting for privatepurposes.

‍Applicability
‍1.   These terms and conditions will apply to all quotations, offers, activities, orders, agreements and deliveries of services or products by or on behalf of Over-C Investments B.V.. 
2.   Parties can only deviate from these conditions if they have explicitly agreed upon in writing.
3.   The parties expressly exclude the applicability of supplementary and/or deviating general terms and conditions of the customer or of third parties.

‍Prices
‍1.   All prices used by Over-C Investments B.V. are in euros, are inclusive of VAT and exclusive of any other costs such as administration costs, levies and travel-, shipping- or transport expenses, unless expressly stated otherwise or agreed otherwise.
2.   Over-C Investments B.V. is entitled to adjust all prices for its products or services, shown in its shop, on its website or otherwise, at any time.
3.   The parties agree on a total price for a service provided by Over-C Investments B.V.. This is always a target price, unless the parties have explicitly agreed upon in writing on a fixed price, which cannot be deviated from.
4.   Over-C Investments B.V. is entitled to deviate up to 10% of the target price. 
5.   If the target price exceeds 10%, Over-C InvestmentsB.V. must let the customer know in due time why a higher price is justified. 
6.   If the target price exceeds 10%, the customer has the right to cancel the part of the order that exceeds the target price by 10%. 
7.   Over-C Investments B.V. has the right to adjust prices annually. 
8.   Over-C Investments B.V. will communicate price adjustments to the customer prior to the moment the price increase becomes effective.
9.   The consumer has the right to terminate the contract with Over-C Investments B.V. if he does not agree with the price increase. 

‍Payments and payment term
‍1.   Over-C Investments B.V. may, at the conclusion of the agreement, require a down payment of up to 50% of the agreed amount. 
2.   The customer must have paid the full amount within 14 days, after delivery.
3.   Payment terms are considered as fatal payment terms. This means that if the customer has not paid the agreed amount at the latest on the lastday of the payment term, he is legally in default, without Over-C Investments B.V. having to send the customer a reminder or to put him in default. 
4.   Over-C Investments B.V. reserves the right to make a delivery conditional upon immediate payment or to require adequate security for the total amount of the services or products.

‍Consequences of late payment
‍1.   If the customer does not pay within the agreed term, Over-C Investments B.V. is entitled to charge an interest of 2% per month for non-commercial transactions from the day the customer is in default, whereby a part of a month is counted for a whole month.2
.   When the customer is in default, he is also due to extra judicial collection costs and may be obliged to pay any compensation to Over-C Investments B.V.. 
3.   The collection costs are calculated on the basis of theReimbursement for extrajudicial collection costs. 
4.   If the customer does not pay on time, Over-C InvestmentsB.V. may suspend its obligations until the customer has met his payment obligation. 
5.   In the event of liquidation, bankruptcy, attachment or suspension of payment on behalf of the customer, the claims of Over-C InvestmentsB.V. on the customer are immediately due and payable. 
6.   If the customer refuses to cooperate with the performance of the agreement by Over-C Investments B.V., he is still obliged to pay the agreed price to Over-C Investments B.V.. 

‍Suspension of obligations by the customer 
The customer waives the right to suspend the fulfillment of any obligation arising from this agreement. 

‍Settlement  
The customer waives his right to settle any debt to Over-C Investments B.V. with any claim on Over-C Investments B.V..  

‍Insurance
‍1.   The customer undertakes to insure and keep insured the following items adequately against fire, explosion and water damage as well as theft:·     goods delivered that are necessary for the execution of the underlying agreement·     goods being property of Over-C Investments B.V. that are present at the premises of the customer·     goods that have been delivered under retention of title 
2.   At the first request of Over-C Investments B.V., the customer provides the policy for these insurances for inspection. GuaranteeWhen parties have entered into an agreement with services included, these services only contain best-effort obligations for Over-C Investments B.V., not obligations of results. 

‍Performance of the agreement
‍1.   Over-C Investments B.V. executes the agreement to the best of its knowledge and ability and in accordance with the requirements of good workmanship. 
2.   Over-C Investments B.V. has the right to have the agreed services (partially) performed by third parties.
3.   The execution of the agreement takes place in mutual consultation and after written agreement and payment of the possibly agreed advance by the customer. 
4.   It is the responsibility of the customer that Over-C Investments B.V. can start the implementation of the agreement on time.5.   If the customer has not ensured that Over-C InvestmentsB.V. can start the implementation of the agreement in time, the resulting additional costs and/or extra hours will be charged to the customer.

‍Duty to inform by the customer 
1.   The customer shall make available to Over-C InvestmentsB.V. all information, data and documents relevant to the correct execution of the agreement to in time and in the desired format and manner.
2.   The customer guarantees the correctness, completeness and reliability of the information, data and documents made available, even if they originate from third parties, unless otherwise ensuing from the nature of the agreement. 
3.   If and insofar as the customer requests this, Over-C Investments B.V. will return the relevant documents. 
4.   If the customer does not timely and properly provides the information, data or documents reasonably required by Over-C InvestmentsB.V. and the execution of the agreement is delayed because of this, the resulting additional costs and extra hours will be charged to the customer.

‍Indemnity 
The customer indemnifies Over-C Investments B.V. against all third-party claims that are related to the products and/or services supplied by Over-C Investments B.V..  

‍Complaints
‍1.   The customer must examine a product or service provided by Over-C Investments B.V. as soon as possible for possible shortcomings.
2.   If a delivered product or service does not comply with what the customer could reasonably expect from the agreement, the customer must inform Over-C Investments B.V. of this as soon as possible, but in any case within 1 month after the discovery of the shortcomings. 
3.   Consumers must inform Over-C Investments B.V. of this within two months after detection of the shortcomings.
4.   The customer gives a detailed description as possible of the shortcomings, so that Over-C Investments B.V. is able to respond adequately. 
5.   The customer must demonstrate that the complaint relates to an agreement between the parties.6.   If a complaint relates to ongoing work, this can in any case not lead to Over-C Investments B.V. being forced to perform other work than has been agreed. 

‍Giving notice
‍1.   The customer must provide any notice of default to Over-C Investments B.V. in writing.
2.   It is the responsibility of the customer that a notice of default actually reaches Over-C Investments B.V. (in time). 

‍Joint and several Client liabilities 
If Over-C Investments B.V. enters into an agreement with several customers, each of them shall be jointly and severally liable for the full amounts due to Over-C Investments B.V. under that agreement.  

‍Liability of Over-C Investments B.V.
‍1.   Over-C Investments B.V. is only liable for any damage the customer suffers if and insofar as this damage is caused by intent or gross negligence. 
2.   If Over-C Investments B.V. is liable for any damage, it is only liable for direct damages that results from or is related to the execution of an agreement.
3.   Over-C Investments B.V. is never liable for indirect damages, such as consequential loss, lost profit, lost savings or damage to third parties.
4.   If Over-C Investments B.V. is liable, its liability is limited to the amount paid by a closed (professional) liability insurance and in the absence of (full) payment by an insurance company of the damages the amount of the liability is limited to the (part of the) invoice to which the liability relates.
5.   All images, photos, colors, drawings, descriptions on the website or in a catalog are only indicative and are only approximate and cannot lead to any compensation and/or (partial) dissolution of the agreement and/or suspension of any obligation.

‍Expiry period 
Every right of the customer to compensation from Over-C Investments B.V. shall, in any case, expire within 12 months after theevent from which the liability arises directly or indirectly. This does not exclude the provisions in article 6:89 Dutch Civil Code. 

‍Dissolution
‍1.   The customer has the right to dissolve the agreement if Over-C Investments B.V. imputably fails in the fulfillment of his obligations, unless this shortcoming does not justify termination due to its pecial nature or because it is of minor significance. 
2.   If the fulfillment of the obligations by Over-C InvestmentsB.V. is not permanent or temporarily impossible, dissolution can only take place after Over-C Investments B.V. is in default. 
3.   Over-C Investments B.V. has the right to dissolve the agreement with the customer, if the customer does not fully or timely fulfill his obligations under the agreement, or if circumstances give Over-C Investments B.V. good grounds to fear that the customer will not be able to fulfill his obligations properly. 

‍Force majeure
‍1.   In addition to the provisions of article 6:75 Dutch Civil Code, a shortcoming of Over-C Investments B.V. in the fulfillment of any obligation to the customer cannot be attributed to Over-C InvestmentsB.V. in any situation independent of the will of Over-C InvestmentsB.V., when the fulfillment of its obligations towards the customer is prevented in whole or in part or when the fulfillment of its obligations cannot reasonably be required from Over-C Investments B.V. . 
2.   The force majeure situation referred to in paragraph 1 is also applicable - but not limited to: state of emergency (such as civil war, insurrection, riots, natural disasters, etc.); defaults and force majeure of suppliers, deliverymen or other third parties; unexpected disturbances of power, electricity, internet, computer or telecoms; computer viruses, strikes, government measures, unforeseen transport problems, bad weather conditions and work stoppages. 
3.   If a situation of force majeure arises as a result of which Over-C Investments B.V. cannot fulfill one or more obligations towards the customer, these obligations will be suspended until Over-C Investments B.V. can comply with it. 
4.   From the moment that a force majeure situation has lasted at least30 calendar days, both parties may dissolve the agreement in writing in whole or in part. 
5.   Over-C Investments B.V. does not owe any (damage)compensation in a situation of force majeure, even if it has obtained any advantages as a result of the force majeure situation.

‍Modification of the agreement 
If, after the conclusion of the agreement and before its implementation, it appears necessary to change or supplement its contents, the parties shall timely and in mutual consultation adjust the agreement accordingly.  

‍Changes in the general terms and conditions
‍1.   Over-C Investments B.V. is entitled to amend or supplement these general terms and conditions. 
2.   Changes of minor importance can be made at any time. 
3.   Major changes in content will be discussed by Over-C Investments B.V. with the customer in advance as much as possible.
4.   Consumers are entitled to cancel the agreement in the event of a substantial change to the general terms and conditions. 

‍Transfer of rights
‍1.   The customer cannot transfer its rights deferring from an agreement with Over-C Investments B.V. to third parties without the prior written consent of Over-C Investments B.V.. 
2.   This provision applies as a clause with a property law effect as referred to in Section 3:83 (2) Dutch Civil Code. 

‍Consequences of nullity or annullability
‍1.   If one or more provisions of these general terms and conditions prove null or annullable, this will not affect the other provisions of these terms and conditions. 
2.   A provision that is null or annullable shall, in that case, be replaced by a provision that comes closest to what Over-C InvestmentsB.V. had in mind when drafting the conditions on that issue.

‍Applicable law and competent court
‍1.   Dutch law is exclusively applicable to all agreements between theparties. 
2.   The Dutch court in the district where Over-C InvestmentsB.V. is established is exclusively competent in case of any disputes between parties, unless the law prescribes otherwise.

‍Attribution These terms and conditions were created using a document from RocketLawyer (https://www.rocketlawyer.com/nl/nl).  Drawn up on 08 november 2023.