These are our terms and conditions
General Terms and Conditions
- BOSS/MAKER: the trademark of BOSS/MAKER (Chamber of Commerce number 34274476), located in (1017 CA) Amsterdam at the address Herengracht 450.
- the Counterparty: the individual, or the natural or legal person, or his legal successor, with whom BOSS/MAKER has an agreement, or is negotiating to enter into an agreement.
- These general terms and conditions apply to all offers and all agreements relating to the purchase, sale and supply of goods and/or services by BOSS/MAKER and/or its engaged third parties to the Counterparty.
- The applicability of any conditions of the Counterparty is explicitly rejected.
- Deviations from these general terms and conditions are only valid if they have been explicitly agreed with BOSS/MAKER in writing.
- If it has been established that one or more provisions in these terms and conditions have been annulled or annulled, the other terms and conditions of these conditions will remain in full force.
Amendment of general terms and conditions
- BOSS/MAKER reserves the right to amend, update or supplement these conditions.
- Amendments of these conditions do not give Counterparty the right to end any agreements, unless expressly agreed otherwise.
- Every offer made by BOSS/MAKER for custom goods or services is valid for 14 days and contains a complete and accurate description of the goods and/or services offered. A subsequent acceptance by the Counterparty does not bind BOSS/MAKER unless BOSS/MAKER explicitly and in writing endorses the subsequent acceptance. Offers made by BOSS/MAKER on the website are valid for the time that they are displayed on the website.
- The offers from BOSS/MAKER must be considered as a whole. The Counterparty cannot claim compliance with part of the quotation.
- Offers may contain different provisions in respect of these terms and conditions. In that case, the provisions of the offer will prevail.
- Offers can be based on the data provided by the Counterparty and estimations made by BOSS/MAKER. Designs, documents, images, drawings, prices, samples and models derived from BOSS/MAKER shall be as precise as possible and binding only to the extent that this is expressly confirmed. In case an offer is based on data provided by the Counterparty, the Counterparty is responsible for the correctness of the data.
- Detailed offers, marketing and promotional materials and samples made available are and remain the property of BOSS/MAKER and may not be passed on without BOSS/MAKER’s written consent. They shall be returned without delay on a request made by BOSS/MAKER.
- Obvious mistakes or inaccuracies in the quotation do not bind BOSS/MAKER.
- An agreement is established after an offer has been accepted and confirmed in writing. When it regards an offer displayed on the Website, the offer has been accepted when a Counterparty orders a product or a service and makes a payment via the website of BOSS/MAKER.
- Changes to an agreement are only valid if they have been accepted by both parties in writing.
- The beginning of the execution by the parties can also be regarded as an agreement between BOSS/MAKER and the Counterparty. On all agreements, these terms and conditions apply without deviation to any clause in these terms and conditions.
- If the acceptance of the Counterparty deviates from the offer at any point or part, the agreement will only be concluded if and to the extent that BOSS/MAKER has explicitly agreed to this deviation in writing.
- BOSS/MAKER sends an order confirmation to the Counterparty for each agreement. If such an order confirmation is missing, this does not affect the legal validity of the agreement.
- If the order confirmation contains inaccuracies, the Counterparty must report this to BOSS/MAKER within 24 hours of receiving the order confirmation. In the absence of the reporting of inaccuracies on the order confirmation, the information stated thereon is deemed to be correct.
- BOSS/MAKER is entitled, upon or after entering into the agreement, to suspend its performance and demand satisfactory security from the Counterparty for timely and total settlement of his obligations to pay and other obligations.
- The Counterparty is not allowed to compete with BOSS/MAKER and to copy BOSS/MAKER products and to perform similar services.
- In case the Counterparty delivers any content for text, the Counterparty must ensure that he/she has title for using the content and has the right to allow BOSS/MAKER to make use of the content and/or to amend the content to be able to provide to Counterparty the agreed services or to make the agreed product.
Use of online platform
- Counterparty is responsible for the correct and careful use of the BOSS/MAKER Private Wealth Settlement CQV LLC Knowledge Platform. Counterparty must refrain from unauthorized or careless use. In particular, Counterparty must:
- fill in data truthfully;
- treat personal login codes confidentially and shall not disclose them to others;
- not to use the BOSS/MAKER online platform for acts and/or conduct that are contrary to applicable laws or regulations, morals, public order or rights of third parties;
- not to use the BOSS/MAKER online platform in such a way that its (correct) operation is prevented, security is breached or damage is caused to BOSS/MAKER, the BOSS/MAKER online platform or third parties;
- not to spread viruses via the BOSS/MAKER online platform, or to disrupt devices or systems in other ways, from BOSS/MAKER or other users of the BOSS/MAKER online platform;
- observe the good name and reputation of BOSS/MAKER at all times and ensure that the use of the BOSS/MAKER online platform in no way damages the rights and/or reputation of BOSS/MAKER and of its managing directors and/or team members;
- follow all the instructions for the use of the BOSS/MAKER online platform;
- use the chat function in a respectful manner.
- Counterparty may not grant third parties access to the BOSS/MAKER online platform, make the BOSS/MAKER online platform available to third parties, sell it, rent it, decompile it, reverse engineer it, publish content publicly, copy it or modify it without prior written consent of BOSS/MAKER.
Prices and payments
- All prices or fees or memberships charged by BOSS/MAKER are non-refundable payments. BOSS/MAKER will not refund any payment to Counterparty unless agreed otherwise. Membership fees are never refundable.
- Custom made goods by BOSS/MAKER cannot be returned.
- All mentioned prices in tenders and agreements or published on the website are excluding VAT and other levies imposed by the public authorities, unless expressly stated otherwise. However, payments must be made including VAT and/or other levies that might be applicable.
- Unless otherwise stated, all offers are made with prejudice of price change.
- If, after the conclusion of the agreement, a change in cost-determining factors results in an increase in the cost price or calculation price for BOSS/MAKER, BOSS/MAKER has the right to pass on this increase to the Counterparty.
- Prices shall apply only to the goods and/or services referred to in the agreement. All goods and/or services provided by BOSS/MAKER will be charged separately at the prices applicable on the day of delivery or performance of service.
- Payments shall be made by the Counterparty by means of payment in advance, unless another payment method has been expressly agreed. In the absence of a specific arrangement, the Counterparty will pay within 14 days of the invoice date. The Counterparty is not entitled to suspend any payment, nor to set off any amounts owed.
- BOSS/MAKER is entitled to require a deposit or advance payment from the Counterparty at the time of the conclusion of the agreement and thereafter. BOSS/MAKER will not have a delivery obligation until this deposit has been paid.
- Payment must be made by transferring the entire invoice amount to the bank account number specified by BOSS/MAKER, quoting the invoice number.
- Payment by the Counterparty is made without any discount or settlement.
- A complaint never gives the Counterparty the right to suspend or settle the payment.
- In the event of failure or late fulfilment of the payment obligation by the Counterparty, the costs of collection will be due by the Counterparty. Extrajudicial costs are fixed at 15 % of the invoice amount, with a minimum of €250.00.
Delivery of goods and (consultancy) services
- If BOSS/MAKER has specified a term of delivery, this is only indicative and can never be regarded as a deadline.
- Unless otherwise agreed, the address that the Counterparty has provided to BOSS/MAKER shall be deemed to be the place of delivery.
- In the event of return shipments, costs of shipment, handling and administration will be charged by BOSS/MAKER to the Counterparty.
- All goods are delivered under retention of title, i.e. the title of all goods delivered by BOSS/MAKER shall pass to the Counterparty as soon as payment for the goods are received by BOSS/MAKER in full. The Counterparty shall be obliged to keep the goods delivered under retention of title with the appropriate care and recognizable as property of BOSS/MAKER until full payment for the goods has been received by BOSS/MAKER. The risk for loss of the goods is transferred at the moment of delivery of the goods to the Counterparty.
- Appointments with consultants can be cancelled at no costs at least 7 days in advance. After a cancellation, the appointment can be rescheduled only once. Further rescheduling at no costs is not permitted. The fee for consultants will not be refunded by BOSS/MAKER.
- All consultancy should be regarded as advice without any obligation. All advice is subject to the accurateness of the information provided by the Counterparty. BOSS/MAKER cannot assess whether the information provided is accurate. The Counterparty must sort out for him/herself whether the advice should be followed or not and has the responsibility to investigate what is in his/her best interest.
- Complaints about products supplied by BOSS/MAKER must be reported by the Counterparty in writing to BOSS/MAKER within 5 days of the delivery date.
- Complaints regarding an issued invoice must be notified to BOSS/MAKER in writing within 5 days after the invoice date. After the expiry of that period, the Counterparty is deemed to have accepted the invoice.
- With the exception of wilful misconduct or gross negligence, BOSS/MAKER is not liable for damage caused as a result of the goods or services it has supplied and / or any shortcoming in the performance of the agreement.
- BOSS/MAKER’s liability for indirect damages, including consequential damages, such as but not limited to loss of profit, loss of savings, loss of contracts and damage due to business interruption, is excluded at all times.
- The Counterparty indemnifies BOSS/MAKER for all liabilities with regard to documents, advice, drawings, sizes, models and the like, supplied by BOSS/MAKER at the request of the Counterparty or by the Counterparty itself.
- Furthermore, the Counterparty indemnifies BOSS/MAKER for claims from third parties brought against BOSS/MAKER in respect of goods sold by BOSS/MAKER to the Counterparty or services provided for the Counterparty.
- If and insofar as BOSS/MAKER is not entitled to appeal to the exonerations included in this article, BOSS/MAKER will never be liable for a compensation of damages that amounts more than the amount that will be paid by its business liability insurer in the case concerned. In case no insurance coverage is applicable, the maximum liability of BOSS/MAKER will in any event be limited to the maximum amount of the contract value.
- BOSS/MAKER’s liability for attributable shortcoming in the performance of an agreement arises only if the Counterparty has immediately and properly notified BOSS/MAKER in writing, stating thereby a reasonable period for clearing the shortcoming, and BOSS/MAKER also attributable in the performance after that period. continues to fall short of its obligations. The notice of default must contain such a detailed description of the shortcoming, so that BOSS/MAKER is able to respond adequately.
- BOSS/MAKER is not liable if a shortcoming is the result of force majeure. Force majeure is defined in article 12 of these terms and conditions.
- BOSS/MAKER is not liable for any damage as a result of incorrect or incomplete data provided by the Counterparty.
Termination and cancellation
- The service has an (initial) term after ordering and payment of the package, product and/or service as stated on the website and/or after the start of the activities of a maximum of one year. BOSS/MAKER will only start its services after payment by the Counterparty.
- The parties agree that after the subscription period of provided services will be tacitly extended by one month, whereby after the first full delivery of goods, the extended agreement can be terminated in writing each time with due observance of a notice period of one month.
- This agreement may be terminated by either party by registered letter without judicial intervention in the event that:
- one of the parties acts in breach of any provision of this agreement and that Party still fails to comply in full within seven (7) working days after it has been notified of the conflicting course by registered letter by the other party;
- this agreement shall be deemed to be dissolved by operation of law if one of the Parties or third parties is filed for bankruptcy or suspension of payments and/or one of the Parties is declared bankrupt and/or one of the Parties proceeds to liquidation, whether voluntarily or not.
- The Counterparty can surrender the agreement before the end of the first full subscription period against payment of 100% of the agreed fee.
- Force majeure means circumstances that prevent to fulfil the agreement and which are beyond the control of BOSS/MAKER. Force majeure includes in any case: war, epidemic or pandemic, natural disaster, strikes at BOSS/MAKER or its suppliers, a general lack of raw materials or semi-finished products, unforeseeable stagnation or delay at suppliers or third parties, transport problems, fire, molestation and water damage at BOSS/MAKER or suppliers and government measures, such as import and export bans and lockdowns.
- If a force majeure situation occurs, BOSS/MAKER has the right to suspend the execution of the agreement.
- Both parties are in case of force majeure entitled to terminate the agreement without judicial intervention and without the right to compensation, in case the period during which force majeure makes it impossible for BOSS/MAKER to fulfil an obligation lasts longer than two months.
- If BOSS/MAKER has already partially fulfilled its obligations prior to the occurrence of force majeure or due to the occurrence of force majeure it will only be able to meet its obligations in part, BOSS/MAKER is entitled to separately invoice the deliverable part and / or the deliverable part and the Counterparty is obliged to pay this invoice as if it were a separate agreement.
- BOSS/MAKER also has the right to invoke force majeure if the non-attributable circumstance that prevents the fulfilment of its obligation occurs only after it should have fulfilled its obligation.
- All copyrights and intellectual property rights on descriptions, designs, models, images, quotations,, logos as well as the information on which they are based, are and remain the exclusive property of BOSS/MAKER, regardless of whether costs have been charged for this.
- The Counterparty may not copy, use, display, distribute, reproduce, make available or otherwise provide the documents referred to in paragraph 1 to third parties without prior written consent of BOSS/MAKER.
- If – for whatever reason – BOSS/MAKER does not enforce the actual use of its intellectual property rights (or an infringement thereof), the Counterparty cannot infer or derive independent (licensing) rights from this.
- Counterparty is obliged to maintain the confidentiality of all confidential information of BOSS/MAKER in the context of their agreement.
- “Confidential Information” means any information or material which is proprietary to BOSS/MAKER, whether or not owned or developed by BOSS/MAKER, which is not generally known other than by BOSS/MAKER, and which the Recipient may obtain through any direct or indirect contact with BOSS/MAKER including but not limited to information disclosed through BOSS/MAKER Private Wealth Settlement CQV LLC Knowledge Platform applications and communications in the broadest sense.
- Regardless of whether specifically identified as confidential or proprietary, Confidential Information shall include any information provided by BOSS/MAKER and information of BOSS/MAKER and any third party with which BOSS/MAKER deals, including, without limitation, documents, templates, research, management templates, trust document templates, information regarding government exemption accounts, information regarding general executor status, access to exemption accounts, use of exemption accounts, set-off, private commercial instruments, commercial processes, estate secrets, legal system secrets, all other processes, procedures, contracts, financial institution information and intellectual property shared by BOSS/MAKER. The nature of the information and the manner of disclosure are such that a reasonable person would understand it to be confidential. Confidential information shall include any information that could cause a negative public reaction and disrupt the public peace and/or place the business of government at risk.
- Confidential Information does not include:
- matters of public knowledge that result from disclosure;
- information rightfully received by the Recipient from a third party without a duty of confidentiality;
- information independently developed by the Recipient;
- information disclosed by operation of law;
- information disclosed by the Recipient with the prior written consent;
- and any other information that both parties agree in writing is not confidential.
- Due to the highly sensitive nature of the information and intellectual property that is the subject of this agreement, the Counterparty agrees to penalties of twenty-five thousand euro (€25,000.00) per occurrence for any damages to BOSS/MAKER caused by any breach of this agreement including but not limited to financial damages and damages to the liberty of any officer, trustee, interest holder or beneficiary of BOSS/MAKER.
Privacy and processing of personal data
- BOSS/MAKER processes personal data of the Counterparty for the following purposes:
- the formation and implementation of the agreement;
- maintaining contact with the Counterparty;
- BOSS/MAKER conducting market research, sales activities and direct marketing;
- BOSS/MAKER will take appropriate technical and organisational measures to protect the personal data of the Counterparty against loss and unlawful processing.
- By entering into the agreement, the Counterparty agrees with the processing of personal data by BOSS/MAKER. The Counterparty may withdraw this consent at any time, except to the extent that it would make the execution of the agreement impossible.
Applicable law and disputes
- Dutch law applies to all offers and agreements between BOSS/MAKER and the Counterparty, unless otherwise indicated.
- All disputes arising from agreements concluded with BOSS/MAKER are, to the exclusion of other judicial authorities, settled by amicable settlement or in case amicable settlement is not possible, by the competent judge of the court in Amsterdam.