Terms and Conditions of E-LYRN B.V.

 

1. Definitions

a. E-LYRN B.V. (hereinafter: E-LYRN): the private limited company, legally registered in Breda and headquartered at Stationslaan 398, Breda (4815GW), registered with the Dutch Chamber of Commerce under number 96383178.

b. Client: the counterparty (natural or legal person) that commissions E-LYRN.

c. Participant: any individual who registers free of charge for an e-learning course.

d. Content: the e-learning modules developed by E-LYRN in collaboration with the Client.

e. Agreement: the agreement between E-LYRN and the Client for the development and provision of e-learning modules.

f. Written communication: in these General Terms and Conditions, “written” also includes correspondence via postal mail, email, WhatsApp, or other commonly used electronic communication media.

2. Applicability

1. These General Terms and Conditions apply to all offers, agreements, and services of E-LYRN unless expressly agreed otherwise in writing.
2. These General Terms and Conditions also apply to third parties engaged by E-LYRN for the execution of the Agreement.
3. The applicability of any general terms and conditions used by the Client is expressly rejected.
4. E-LYRN reserves the right to amend these General Terms and Conditions and will inform the Client accordingly. The amendments will take effect 30 days after notification unless the Client submits a written objection within this period.
5. If any provision of these General Terms and Conditions is wholly or partially void or annulled, the remaining provisions shall remain in full force and effect.

3. Offers and agreements

1. Offers from E-LYRN are valid for 14 days from the date of issuance unless otherwise specified.
2. An Agreement is concluded upon a written order confirmation from E-LYRN, acceptance of an offer by the Client, or the commencement of work by E-LYRN at the Client’s request.
3. Offers and rates do not automatically apply to future assignments.
4. Changes to the assignment requested by the Client may result in adjustments to prices, deadlines, and conditions.

4. Duration and termination of the Agreement

1. An Agreement is entered into for an indefinite period unless expressly agreed otherwise.
2. The Client may terminate the Agreement in writing with one month’s notice.
3. E-LYRN may immediately terminate the Agreement in the event of Client’s non-performance, bankruptcy, or suspension of payment.

5. Client’s obligations

1. The Client must provide all necessary information timely and completely to ensure the proper execution of the Agreement.
2. The Client guarantees the accuracy and completeness of the information provided.
3. Any costs resulting from delays due to untimely or incomplete information submission will be borne by the Client.

6. Execution of the Agreement

1. E-LYRN shall execute the Agreement to the best of its knowledge and ability but does not guarantee any specific results.
2. E-LYRN reserves the right to engage third parties for the execution of the Agreement.
3. Any deadlines set in the Agreement are indicative and not binding.
4. E-LYRN may use the Client’s name and logo as a reference.

7. Intellectual property

1. All rights to the content developed by E-LYRN remain the property of E-LYRN unless otherwise agreed in writing.
2. The Client may use the content only as agreed upon and may not distribute or reproduce it without prior permission.
3. E-LYRN reserves the right to use the knowledge developed during the collaboration for other purposes.

8. Prices and payment

1. All prices are exclusive of VAT and additional costs, such as administrative, travel, and accommodation expenses.
2. Invoices must be paid within 14 days of the invoice date.
3. If the Client fails to make timely payment, they are in default without further notice, and statutory interest will be due.
4. In case of non-payment, E-LYRN may suspend its services.

9. Liability

1. E-LYRN is not liable for indirect damages, consequential damages, or lost profits.
2. E-LYRN’s liability is limited to the amount paid for the relevant assignment, with a maximum of €5,000.
3. The Client indemnifies E-LYRN against third-party claims arising from the execution of the Agreement.

10. Confidentiality

1. Both parties undertake to maintain confidentiality regarding any confidential information received in connection with the Agreement.
2. This obligation remains in force even after termination of the Agreement.

11. Force majeure

1. In the event of force majeure, E-LYRN is not obliged to fulfill its obligations under the Agreement.
2. Force majeure includes, but is not limited to, power supply disruptions, strikes, pandemics, cyberattacks, government measures, and other unforeseen circumstances beyond E-LYRN’s control.
3. If the force majeure situation persists for more than two months, either party may terminate the Agreement without any obligation to pay compensation.

12. Disputes and applicable law

1. These General Terms and Conditions and all agreements between E-LYRN and the Client are exclusively governed by Dutch law.
2. Disputes will first be resolved through mutual consultation. If no resolution is reached, disputes will be submitted to the competent court in the district where E-LYRN is established.

 

 

These General Terms and Conditions take effect on March 1, 2025.