Terms and conditions

STANDARD TERMS AND CONDITIONS FREIA TRAINING COMPANIES

These standard terms and conditions are operated by the training companies of Freia Holding b.v. and govern the agreements in which one or more of these training companies is the “contractor”. The training companies of Freia Holding b.v. are AOG School of Management, Comenius, Instituut voor Sport- en PrestatiePsychologie, TSM Business School, TSM Europe, Wagner & Company, Horizon, Van Harte & Lingsma and NIVE Opleidingen, being trade names of the companies referred to with their trade register company IDs in the footnote.

Article 1: Definitions

• Training course: study/training course/course/short programme/master class/training/intake/exam/symposium/coaching project or other form of distance learning (including e-learning, webinar, MOOC) or face-to-face education, including in-company or customised courses.
• In-company/customised: a training course that is developed for the client and provided by the contractor to the client in private for a group of participants to be designated by the client.
• Contractor: the party that organises a training course and concluded an agreement with the client to that effect.
• Client: 1) the party that applied/enrolled itself or somebody else as a participant to attend a training course organised by the contractor and concluded an agreement with the contractor to that effect, or 2) every business/institution that purchases an in-company/customised training course from the contractor.
• Participant: the person who is registered as the actual participant of a training course.
• Agreement: the contract between the client and the contractor for a participant’s attendance of a training course that is organised by the contractor, or any agreement concluded between the client and the contractor, including amendments and preparatory acts.
• Price: the price of a training course, including all additional costs and taxation.

Article 2: Terms and Conditions

1. These standard terms and conditions govern all proposals, quotations and agreements to which the contractor is a party as such. The clients’ terms and conditions do not apply, unless accepted in writing by the contractor.
2. By enrolling for a training course, the client accepts the applicability of these terms and conditions. The client guarantees that the registered participant receives and accepts them. The client indemnifies the contractor against claims by participants that would not hold under these terms.
3. Additions or deviations are only valid if confirmed in writing. If NRTO terms apply, these conditions only apply where NRTO terms do not provide.
4. If one or more provisions are void or annulled, the remaining provisions remain in effect and parties will agree on a replacement clause matching the original intent as closely as possible.

Article 3: Application, enrolment and forming an agreement

1. Application takes place using the prescribed digital or paper form, fully completed by the client, unless otherwise agreed. Verbal application is also deemed to be enrolment. The client guarantees the correctness of the information provided.
2. Acceptance occurs in order of receipt of applications.
3. The agreement is formed upon written or digital confirmation by the contractor.
4. With confirmation, the contractor declares any applicable acceptance requirements have been met.
5. For in-company/customised training, the agreement is formed upon full consensus, which may be oral and confirmed in writing by both parties.

Article 4: Cancellation, suspension, amendment, dissolution, premature termination

1. The contractor strives to deliver the course as planned, but may amend programme, location or dates if circumstances (including force majeure) necessitate. This does not result in liability.
2. The contractor may cancel if too few participants have enrolled. In this case, course fees will be refunded.
3. Private clients may revoke the agreement within 14 calendar days after formation, unless the course has already started.
4. Cancellation up to 2 months before the first training day/intake: 10% of the price is due; between 2 months and 4 weeks: 50%; within 4 weeks: 100%.
5. A substitute participant may be appointed, unless reasonably objected to by the contractor due to course nature or level.
6. If the client cancels a signed agreement for in-company/customised training: 100% of the price is due. If postponement is requested more than 4 weeks in advance, actual incurred costs are due; if within 4 weeks, 75% of the postponed components/modules is due.
7. Cancellation must be in writing or digitally and confirmed by the contractor.
8. If an amendment causes additional work, this will be agreed upon and invoiced separately.
9. The contractor may suspend or dissolve the agreement in part or whole in case of (temporary) force majeure, e.g. illness, strikes or fire. In such cases, partial refund may apply; no liability arises.
10. Early termination by the client after the course starts does not entitle them to refund.

Article 5: Contractor obligations

The contractor shall act with due care and strive to deliver the expected quality.

Article 6: Payment

1. Invoices are sent to the address provided by the client. The obligation remains even if the name/address differs.
2. Invoices must be paid within 14 days of the invoice date or before the course starts, whichever comes first. Offsetting is not allowed.
3. Agreed instalments and due dates apply. Instalments do not relieve the obligation to pay the full amount. A surcharge applies as agreed.
4. In-company/customised training follows instalments and deadlines from the specific agreement.
5. Payments are made to the contractor’s bank account as listed on the invoice.
6. If payment is overdue, the client is automatically in default. A reminder or call will follow.
7. In case of late payment, the client owes extrajudicial collection costs: 15% up to €2,500; 10% over the next €2,500; 5% over the remainder; minimum €40.
8. If instalment payments are agreed but not met on time, all outstanding instalments become immediately due.
9. All prices are exclusive of VAT, unless stated otherwise.

Article 7: Conduct, access and identification

1. The client ensures the participant complies with general norms and contractor/trainer instructions.
2. Participants must present ID when asked by the contractor or trainer.
3. The contractor may deny access if: fees are unpaid, participant does not meet admission criteria, or participant behaves inappropriately. Certificates may be withheld in such cases.
4. The trainer may deny access to the training room for the same reasons. The client is responsible for compliance.
5. Access denial does not affect the client’s payment obligation.

Article 8: Limitation of liability

1. The contractor is not liable for damage unless caused by gross negligence or intent.
2. No liability for actions of trainers, assistants or participants, unless gross negligence or intent applies.
3. No liability for materials or tools used during training.
4. Liability is limited to insurance coverage plus excess.
5. If not insured, liability is limited to the amount charged per participant for the course.
6. Only direct damages are eligible for compensation.
7. These limitations also apply to persons contracted by the contractor.

Article 9: Complaints and liability terms

Complaints must be submitted in writing within 30 days after becoming aware of a shortcoming, and no later than 1 year after the incident, or all rights expire.

Article 10: Copyrights

1. Providing course materials does not transfer copyrights or extend usage rights beyond what the law allows.
2. The contractor retains all intellectual property rights unless stated otherwise. If third-party rights are used, the client indemnifies the contractor against any breach due to their actions.
3. Without prior written permission, the client may not copy, publish or exploit course content or related intellectual products.
4. Violation results in an immediate fine of €10,000 per instance and €1,000 per day until resolved, plus additional damages if applicable.

Article 11: Confidentiality

The contractor and its personnel shall treat all client information confidentially. The client shall not share information regarding the agreement or internal matters of either party. This obligation remains even after termination. Participants and trainers must also treat shared information within the group as confidential.

Article 12: Personal data

The contractor processes personal data in accordance with its privacy policy. The client ensures that involved individuals are informed about this processing.

Article 13: Applicable law and jurisdiction

1. This agreement is governed exclusively by Dutch law.
2. Disputes will be resolved in Groningen, unless the contractor opts for another legally competent court.

Version: March 2025

Training companies of Freia Holding b.v. (Company-ID 02044274): NIVE Opleidingen (Company-IDs 01132959 and 37099685), Horizon (Company-IDs 58405186 and 58405127), Van Harte & Lingsma (Company-IDs 28065752 and 24306928), AOG School of Management (Company-ID 06076937), Comenius (Company-ID 06076937), Instituut voor Sport- en PrestatiePsychologie (Company-ID 06076937), AOG TSM Business School (Company-ID 06076937), TSM Europe (Company-ID 06082183), Wagner & Company (Company-IDs 66634687, 63009064, 63009277, 02042021 and 02056358).