Terms and Conditions

Article 1 General Provisions

1.1. We are a company engaged in Notion template creation and consultancy services.

1.2. These general terms and conditions apply to all activities at BeeStructured, including, but not limited to, offers and agreements between us and our clients, hereinafter referred to as “Client.”

1.3. Any deviation from these general terms and conditions must be expressly agreed upon in writing between us and the Client.

1.4. We expressly reject any purchasing or other terms from the Client.

1.5. If one or more provisions of these general terms and conditions are deemed invalid, null, or void, the remaining provisions shall remain in force. In such cases, we will replace the invalid, null, or void provisions with new ones that closely resemble the original provisions.

1.6. The fact that we do not demand compliance with one or more provisions of the agreement, including those in these general terms and conditions, at any given time, does not affect our rights to demand compliance from the Client at a later date.

1.7. These general terms and conditions do not apply if we deviate from them in the agreement between us and the Client.

Article 2 Offers, Formation, and Modification of Agreement

2.1. At BeeStructured, we strive to provide the best offers to our clients, but all of our offers are non-binding unless expressly stated otherwise in the offer.

2.2. An agreement is only formed when we and the Client reach written agreement.

2.3. Once an agreement has been established, it can only be modified if we reach a written agreement with the Client. For example, we can only agree in writing to changes in the quantity or price of the products or services we deliver.

Article 3 Prices and Payment

3.1 Prices and VAT. All prices quoted by BeeStructured are exclusive of VAT and other government-imposed levies unless expressly stated otherwise. Payments must include VAT and/or other levies.

3.2 Additional Goods, Works, and Services. Prices only apply to the goods, services, and works specifically mentioned in the agreement. Any additional goods, works, and/or services provided by BeeStructured will be charged separately at the prices applicable on the day of delivery or service.

3.3 Price Changes. Prices quoted by BeeStructured are based on purchase prices, taxes, and other similar factors valid at the time of the quotation. If any of these factors change after the agreement is concluded, BeeStructured is entitled to adjust the agreed price accordingly.

3.4 Payment Terms. All invoices must be paid by the Client according to the agreed payment terms stated on the invoice. In the absence of such terms, the Client must pay within 14 days of the invoice date.

3.5 Default. If the Client fails to pay the amounts due within the agreed period, they are in default by operation of law. The Client will owe statutory interest on the outstanding amount, without prejudice to other obligations.

3.6 Collection Costs. Collection costs, both judicial and extrajudicial, are at the Client’s expense, with a minimum of €250.

3.7 Order of Payment. Payments made by the Client shall always first be applied to settle all due interest and costs, and secondly to the oldest outstanding invoices.

Article 4 Complaints

4.1 Invoice Objections. If the Client objects to a BeeStructured invoice, they must notify us in writing within 8 days of the invoice date. If the Client fails to complain in time, they forfeit their right to have the invoice corrected.

4.2 Effect of Complaints. A complaint by the Client does not suspend their payment obligations. This means the Client must still pay the invoice within the agreed period despite any objections.

4.3 Client’s Duty to Inspect. It is the Client’s responsibility to inspect goods, services, and works for visible defects upon receipt. If visible defects are found, the Client must notify BeeStructured in writing within 8 days of receipt.

4.4 Guarantees and Complaints Procedure. In addition to the Client’s duty to promptly report visible defects, the Client may also claim guarantees provided by BeeStructured. This is subject to BeeStructured’s complaints procedure, available on the website.

4.5 Burden of Proof in Complaints. In case of a complaint, the burden of proof lies with the Client to demonstrate that the delivered goods do not meet the agreement. If BeeStructured deems the complaint valid, they will proceed with repair or replacement.

4.6 Limitation Period. A complaint by the Client is only valid if made within a reasonable period. Although the law does not specify, a period of 2 months from the discovery of the defect is generally considered reasonable. Complaints submitted after this period will not be processed.

Article 5 Termination and Cancellation

5.1 Termination by BeeStructured. BeeStructured may terminate its agreement with the Client in whole or in part, in writing, with immediate effect and without court intervention, without being liable for damages, in the following cases: a. The Client applies for suspension of payments, bankruptcy, or is declared bankrupt, offers an arrangement outside bankruptcy, or has any part of their assets seized; b. The Client is placed under guardianship or administration; c. A statutory debt restructuring is pronounced for the Client; d. The Client ceases activities, no longer pursues its statutory purpose, decides to liquidate, loses legal personality, transfers or merges its business; e. The Client fails to comply with one or more obligations from the agreement in a timely or appropriate manner.

5.2 Consequences of Termination. Upon termination, all mutual claims become immediately due and payable.

The above does not affect BeeStructured’s other rights in case of the Client’s breach, such as claims for damages and/or performance of the agreement.

5.3 Termination by Either Party. If the agreement is of an indefinite nature and does not end through a specific performance, either party may terminate it in writing after due consultation and with reasons, observing a reasonable notice period if no notice period has been agreed upon.

In such cases, BeeStructured shall never be liable for damages due to termination.

Article 6 Force Majeure

6.1 Termination or Suspension of the Agreement. If due to force majeure BeeStructured is unable to perform the agreement without default, it has the right to terminate the agreement in whole or in part or to suspend its execution without any liability for damages.

6.2 Definition of Force Majeure. Force majeure is any circumstance that prevents the performance of the agreement and is not attributable to BeeStructured, such as strikes, employee illness, company disruptions, government measures, and transport disruptions, whether affecting BeeStructured or its suppliers.

6.3 Partial Performance. If BeeStructured has partially fulfilled its obligations before the onset of force majeure or can only partially fulfill them, it is entitled to separately invoice the already delivered or deliverable portion, and the Client must pay this as if it were a separate agreement.

6.4 Invoking Force Majeure After Due Date. BeeStructured may invoke force majeure even if the non-attributable circumstance that prevents performance occurs after the obligation was due.

Article 7 Liability

7.1 Limitations of Liability. BeeStructured is only liable for damages in the cases described in this article.

7.2 Exclusion of Indirect Damages. BeeStructured is not liable for indirect damages, including consequential damage, lost profits, missed savings, and damage due to business interruptions.

7.3 Limitation of Direct Damages. BeeStructured is only liable for direct damages resulting from an attributable failure in its obligations or tort, up to the amount invoiced or to be invoiced to the Client under the agreement, excluding VAT and government levies, to a maximum of €50,000.

7.4 Conditions for Liability. BeeStructured’s liability only arises if the Client has provided written notice of default, allowing a reasonable period to remedy the failure, and BeeStructured still fails to meet its obligations.

7.5 Force Majeure. BeeStructured is not liable if the failure results from force majeure.

7.6 Exceptions to Limitations. The limitations in this article do not apply in cases of intentional or gross negligence by BeeStructured or its senior subordinates.

7.7 Limitation Period. Any liability of BeeStructured expires one year after the damage occurred, or at the latest, one year from the end of the agreement.

Article 8 Indemnification

8.1 Indemnification for Non-Compliance. The Client indemnifies BeeStructured against claims from third parties arising from the Client’s failure to comply with the obligations in the agreement and these terms.

8.2 Indemnification for Damages. The Client further indemnifies BeeStructured against third-party claims for damages related to the execution of an assignment. If a third party holds the Client responsible for damages that may also implicate BeeStructured, the Client must notify BeeStructured in writing within 8 days of the third-party claim.

8.3 Settlement of Claims. The Client will only settle claims in consultation with BeeStructured, or the Client forfeits its claims against BeeStructured.

Article 9 Confidentiality

9.1 Both parties acknowledge the confidential nature of the information received under the agreement. They agree to keep all confidential information private and only use it for the intended purpose.

9.2 Confidential information includes all information designated as confidential or reasonably expected to be confidential by nature.

9.3 Both parties will take reasonable measures to protect the confidential information and not disclose it to third parties unless necessary for the agreement or legally required.

9.4 The obligation of confidentiality continues after the agreement ends.

9.5 If a party is required to provide information to a third party, they will notify the other party promptly unless legally prohibited.

9.6 The breaching party is liable for damages resulting from the breach of confidentiality.

Article 10 Disputes and Applicable Law

10.1 Dispute Resolution. Any disputes between the Client and BeeStructured that cannot be resolved amicably will be submitted to the competent court in Maastricht, and both parties shall abide by the court’s judgment.

10.2 Applicable Law. All agreements between the Client and BeeStructured are governed by Dutch law. Any disputes between the parties will be resolved in accordance with Dutch legislation and case law.