General Terms and Conditions Blendpicker
Karolien Sluimer acting under the name Blendpicker (hereinafter: Blendpicker) is registered with the Dutch Chamber of Commerce under number 53700961.
Article 1 – Definitions
1. In these general terms and conditions, the following terms are used in the following meaning, unless explicitly indicated otherwise.
2. Offer: any offer or quotation to the User for the provision of Services by Blendpicker.
3. Consumer: The natural person who does not act in the course of a profession or business.
4. Services: Blendpicker’s service consists of providing an Application for viewing recipes with essential oils on the basis of a Membership.
5. Application: Blendpicker’s Application on which User can view essential oil recipes.
6. Service Provider: who offers Services to the User hereinafter: Blendpicker.
7. User: the natural or legal person who acts in the exercise of a profession or business that Blendpicker has appointed, has provided projects to Blendpicker for Services that are performed by Blendpicker, or to which Blendpicker has made a proposal based on an Agreement.
8. Membership: any agreement and other obligations between the User and Blendpicker, as well as proposals from Blendpicker for Services that are provided by Blendpicker to the User and that are accepted by the User and are accepted and performed by Blendpicker, whereby these general terms and conditions form an inseparable whole.
Article 2 – Applicability
1. These general terms and conditions apply to every Offer from Blendpicker, every Agreement between Blendpicker and the User and to every service offered by Blendpicker.
2. Before an Agreement is concluded, the User will be provided with these general terms and conditions. If this is not reasonably possible, Blendpicker will indicate to the User how the User can view the general terms and conditions.
3. Deviation from these general terms and conditions is not possible. In exceptional situations it is possible to deviate from the general terms and conditions insofar as this has been explicitly agreed in writing with Blendpicker.
4. These general terms and conditions also apply to additional, amended and subsequent purchases from User.
5. The User’s general terms and conditions are excluded.
6. If one or more clause of these general terms and conditions are partially or wholly invalid or are invalided, the other clauses of these general terms and conditions will remain in effect, and the invalid/nullified provision(s) will be replaced by a provision with the same meaning as the original clause.
7. Ambiguities about the content, explanation or situations that are not regulated in these general terms and conditions must be assessed and explained in the spirit of these general terms and conditions.
8. The applicability of Articles 7:404 of the Dutch Civil Code and 7:407 paragraph 2 of the Dutch Civil Code is explicitly excluded.
9. If reference is made to she/her in these general terms and conditions, this should also be construed as a reference to he/him/his, if and insofar as applicable.
10. In the event that Blendpicker has not always demanded compliance with these general terms and conditions, it will retain its right to demand full or partial compliance with these general terms and conditions.
Article 3 – The Offer
1. All offers made by Blendpicker are without obligation, unless explicitly stated otherwise in writing. If the Offer is limited or valid under specific conditions, this will be explicitly stated in the Offer.
2. Blendpicker is only bound by an Offer if it is confirmed in writing by the User. Nevertheless, Blendpicker has the right to refuse an Agreement with a (potential) User for any good reason deemed by Blendpicker.
3. The offer contains a description of the Services offered. The description is sufficiently specified, so that the User is able to make a proper assessment of the offer. Any information in the offer is only an indication and cannot be a ground for any compensation or dissolution of the Agreement.
4. Offers do not automatically apply to subsequent purchases.
Article 4 – Formation of the Membership
1. The Membership is established when the User has accepted an Offer or Agreement from Blendpicker by paying for the Membership and/or downloading the Application via the Apple App Store or Google Play and creating an account on the Application.
2. Blendpicker has the right to revoke the (signed) Agreement within 2 working days after receipt of the acceptance.
3. Blendpicker is not bound by an Offer if the User could reasonably have expected or should have understood or should have understood that the Offer contains an obvious mistake or error. The User cannot derive any rights from this mistake or error.
4. For the User, the right of withdrawal is excluded when purchasing a Membership if the User explicitly waives this, now that the User has immediate access to the online environment.
Article 5 – Term of Membership
1. A paid Membership can be entered into for a certain period. After this period, the User’s Membership is automatically expired. Access to the application continues until the end of the paid term.
Irrespective of whether the (paid) Membership has expired, Blendpicker will at all times deactivate the User’s account at the request of the User as soon as possible and in any case within two weeks after receipt of the User’s request to this effect.
2. Both the User and Blendpicker can terminate the Membership on the basis of an attributable shortcoming in the fulfillment of the Membership if the other party has been given written notice of default and it has been given a reasonable term to fulfill its obligations and it still fails to fulfill its obligations in that case. to comply correctly. This also includes the payment and cooperation obligations of the User.
3. The termination of the Membership does not affect the payment obligations of the User insofar as Blendpicker has already performed work or delivered services at the time of the dissolution. User must pay the agreed fee.
4. Both the User and Blendpicker can terminate the Membership in full or in part in writing without further notice of default, with immediate effect if one of the parties is granted a moratorium, bankruptcy has been filed or the company concerned ends due to liquidation. If a situation as stated above occurs, Blendpicker is never obliged to refund money already received and/or compensation.
Article 6 – Performance of the service
1. Blendpicker will make every effort to perform the agreed Service with the greatest possible care, as may be expected of a good service provider. Blendpicker guarantees a professional and independent service. All Services are performed on the basis of a best efforts obligation, unless a result has been explicitly agreed in writing which is described in detail.
2. The Membership on the basis of which Blendpicker provides the Services is leading for the size and scope of the services. The Membership will only be performed for the benefit of the User. Third parties cannot derive any rights from the content of the Services performed in connection with the Membership.
3. The information and data provided by the User are the basis on which the Services offered by Blendpicker and the prices are based. Blendpicker has the right to adjust its services and prices if the information provided turns out to be incorrect and/or incomplete.
4. When performing the Services, Blendpicker is not obliged or held to follow the instructions of the User if this changes the content or scope of the agreed Services. If the instructions result in further work for Blendpicker, the User is obliged to reimburse the supplementary additional costs accordingly on the basis of a new quotation.
5. Blendpicker is entitled to engage third parties for the performance of the Services at its own discretion.
6. The performance of the Services is based on the information provided by the User. If the information has to be changed, this may have consequences for any established planning. Blendpicker is never liable for adjusting the planning. If the commencement, progress or delivery of the Services is delayed because, for example, the User has not supplied all the requested information or has not provided it on time or in the desired format, does not provide sufficient cooperation, a possible advance has not been received in time by Blendpicker or due to other circumstances, which are at the expense and risk of the User, there is a delay, Blendpicker is entitled to a reasonable extension of the delivery or completion period. All damage and additional costs as a result of delay due to a cause as mentioned above are for the account and risk of the User.
7. Blendpicker may impose further restrictions or conditions on access to and use of certain parts or functions of the Application, including but not limited to creating an account, completing a verification process and meeting specific quality or eligibility criteria.
8. In principle, Blendpicker’s Services are not accessible to minors, unless the minor (aged 16 or older) can demonstrate that they have written permission from a parent and/or legal guardian showing that the minor may perform the relevant act independently. unless the act in question is customary in society to perform without written permission.
9. If the service is provided against payment of a fee, this is based on a fixed amount for a certain period or on an amount per action or a combination of these. It is possible to change the Application to a free account and/or version.
10. Blendpicker may promote the products of third parties, and may receive compensation when the User purchases a product from a third party. Blendpicker is not a party to the agreement between a User and a third party, and is neither responsible nor liable for the implementation of the agreement by a third party.
Article 7 – Obligations User
1. The User is obliged to provide all information requested by Blendpicker as well as relevant appendices and related information and data in the desired form in a timely manner and/or before commencement for the purpose of correct and efficient implementation of the Membership. Failing this, Blendpicker may not be able to carry out a full implementation of the Membership. The consequences of such a situation are at all times at the expense and risk of the User.
2. Blendpicker is not obliged to check the correctness and/or completeness of the information provided to it or to update the User with regard to the information if it has changed over time, nor is Blendpicker responsible for the correctness and completeness of the information composed by Blendpicker for third parties and/or provided to third parties in the context of the Membership.
3. Blendpicker may, if necessary for the implementation of the Membership, request additional information. Failing this, Blendpicker is entitled to suspend its activities until the information has been received, without being obliged to pay any compensation for whatever reason towards the User. In the event of changed circumstances, the User must notify Blendpicker of this immediately or no later than 3 working days after the change has become known.
Article 8 – Advice
1. Blendpicker can place advice on the Application and/or website for the use of essential oils. Blendpicker is never liable for any consequences of the use of the recipes in the Application or website.
2. The advice provided by Blendpicker, in whatever form, can never be regarded as medical advice. Blendpicker is not a qualified doctor and does not provide medical advice in any way. The user decides for himself and under his own responsibility whether to follow the advice.
3. If the User is being treated by an attending physician, the medical advice of the attending physician must be leading. Blendpicker also has no intention of interfering with medical treatment. The choice to use the essential oils recipes is at your own risk and responsibility. Blendpicker is never liable for any complaints arising from this.
4. The nature of the service means that the result always depends on external factors that can influence Blendpicker’s advice, such as the quality, correctness and timely delivery of the required information and data from the User. User is responsible for the quality and for the timely and correct delivery of the required data and information.
Article 9 – Prices and payment
1. All prices are in principle inclusive of sales tax (VAT), unless otherwise agreed.
2. The right to use the Service is subject to a periodic fee that the User owes for the overall use of Blendpicker’s services. The contents of this and the applicable terms and conditions are made available to the User before entering into the Membership with Blendpicker. If the User does not meet its (payment) obligations arising from the Membership or these conditions, Blendpicker is entitled to terminate the Membership and/or to suspend or terminate the use of the Blendpicker Application.
3. The parties can agree that the User must pay on the basis of advance payment. If an advance payment has been agreed, the User must pay the amount in full before gaining access to the Service.
4. If a periodic payment obligation has been agreed, the Costs of a Membership will be collected on the basis of direct debit.
5. Blendpicker is entitled to annually increase the applicable prices and rates in accordance with the applicable inflation rates. Other price changes during the Membership are only possible if and insofar as they are explicitly recorded in the Membership.
6. If a periodic payment obligation has been agreed with the User, Blendpicker is entitled to adjust the applicable prices and rates in writing with due observance of a term of 3 months. User has the right to terminate the Membership with Blendpicker if he objects to the price increase.
7. The user must pay these costs in one go, without settlement or suspension, within the specified payment term as stated on the invoice to the account number and details of Blendpicker made known to it.
8. In the event of liquidation, insolvency, bankruptcy, involuntary liquidation or request for payment towards the User, the payment and all other obligations of the User under the Membership become immediately due and payable.
Article 10 – Collection policy
1. If the User does not meet its payment obligation and has not fulfilled its obligation within the payment term set for this, the User will first receive a written reminder to still make the payment within a period of 14 days, including a statement of the extrajudicial costs before she falls into default.
2. From the date that the User is in default, Blendpicker will be entitled, without further notice of default, to the statutory commercial interest from the first day of default until full payment, and compensation for the extrajudicial costs in accordance with Article 6:96 of the Dutch Civil Code, to be calculated according to the graduated scale from the decision. compensation for extrajudicial collection costs from 1 July 2012.
3. If Blendpicker has incurred more or higher costs that are reasonably necessary, these costs are eligible for reimbursement. The full legal and enforcement costs incurred are also for the account of the User.
Article 11 – Privacy, data processing and security
1. Blendpicker handles the (personal) data of the User with care and will only use it in accordance with the applicable standards. If requested, Blendpicker will inform the data subject about this.
2. User is responsible for the processing of data that is processed using a Blendpicker service. The user also guarantees that the content of the data is not unlawful and does not infringe any rights of third parties. In this context, the User indemnifies Blendpicker against any (legal) claim related to this data or the implementation of the Membership.
3. If Blendpicker is required to provide information security on the basis of the Membership, this security will meet the agreed specifications and a security level that, in view of the state of the art, the sensitivity of the data and the associated costs, is not unreasonable.
Article 12 – Suspension and termination
1. Blendpicker has the right to keep the data, data files and more it has received or generated by it if the User has not yet (fully) fulfilled its payment obligations. This right remains in full force if a reason that is justified for Blendpicker arises which justifies suspension in that case.
2. Blendpicker is authorized to suspend the fulfillment of its obligations as soon as the User is in default with the fulfillment of any obligation arising from the Membership, including late payment of its invoices. The suspension will be immediately confirmed to the User in writing.
3. In that case Blendpicker is not liable for damage, for whatever reason, as a result of the suspension of its services.
4. The suspension (and/or dissolution) does not affect the payment obligations of the User for work already performed. In addition, the User is obliged to compensate Blendpicker for any financial loss that Blendpicker suffers as a result of the User’s default.
Article 13 – Force majeure
1. Blendpicker is not liable if it is unable to fulfill its obligations under the Membership as a result of a force majeure situation.
2. Force majeure on the part of Blendpicker in any case includes, but is not limited to: (i) force majeure on the part of Blendpicker’s suppliers, (ii) failure to properly comply with the obligations of suppliers that User or its third parties have given to Blendpicker. are prescribed or recommended, (iii) defective software or any third parties involved in the performance of the service, (iv) government measures, (v) failure of electricity, internet, data network and/or telecommunication facilities, (vi) illness of employees of Blendpicker or consultants engaged by it and (vii) other situations that in Blendpicker’s opinion fall outside its sphere of influence that temporarily or permanently prevent the fulfillment of its obligations.
3. In case of force majeure, both Parties have the right to terminate the Membership in whole or in part. All costs incurred before the termination of the Membership will in that case be paid by the User. Blendpicker is not obliged to compensate the User for any losses caused by such revocation.
Article 14 – Limitation of liability
1. In the event of an attributable shortcoming on the part of Blendpicker, Blendpicker is only obliged to pay any compensation if the User has given Blendpicker notice of default within 14 days after discovery of the shortcoming and Blendpicker has not subsequently remedied this shortcoming within a reasonable period. The notice of default must be submitted in writing and contain such an accurate description/substantiation of the shortcoming, so that Blendpicker is able to respond adequately.
2. If the provision of Services by Blendpicker leads to liability on the part of Blendpicker, that liability is limited to the total amount invoiced in the context of the Membership, but only with regard to the direct damage suffered by the User, unless the damage is the result of intent or recklessness adjacent to intent on the part of Blendpicker. Direct damage is understood to mean: reasonable costs incurred to limit or prevent direct damage, determining the cause of damage, direct damage, liability and the method of repair.
3. Blendpicker explicitly excludes all liability for consequential damage. Blendpicker is not liable for indirect damage, trading loss, loss of profit and/or loss suffered, missed savings, damage due to business interruption, capital losses, damage due to delay, interest damage and immaterial damage.
4. The User indemnifies Blendpicker against all third-party claims as a result of a defect as a result of a service provided by the User to a third party and which partly consisted of Services provided by Blendpicker, unless the User can demonstrate that the damage was solely caused by the service from Blendpicker.
5. Any advice and/or proposals provided by Blendpicker, based on information that is incomplete and/or incorrectly provided by the User, is never a ground for liability on the part of Blendpicker.
6. The content of the advice and/or proposal provided by Blendpicker is not binding and is of an advisory nature only. The User decides for himself and under his own responsibility whether to follow the proposals and advice and/or proposals of Blendpicker mentioned herein. All consequences arising from the follow-up of the advice and/or proposal are for the account and risk of the User. The User is at all times free to make its own choices that deviate from the advice and/or proposal provided by Blendpicker. Blendpicker is not bound to any form of refund if this is the case.
7. Blendpicker does not guarantee a correct and complete transmission of the content of, and e-mail sent by/on behalf of Blendpicker, nor for the timely receipt thereof.
8. All claims by the User due to shortcomings on the part of Blendpicker lapse if they have not been reported to Blendpicker in writing and with reasons within one year after the User was aware or could reasonably have been aware of the facts on which it bases its claims. Blendpicker’s liability expire one year after termination of the Membership between the parties.
Article 15 – Confidentiality
1. Blendpicker and User commit to maintain confidentiality of all confidential information obtained in the context of the Membership. Confidentiality arises from Membership and must also be assumed if it can reasonably be expected that it concerns confidential information. Confidentiality does not apply if the information in question is already public/commonly known, the information is not confidential and/or the information was not disclosed to Blendpicker during the Membership of the User and/or was obtained by Blendpicker in any other way.
2. In particular, the confidentiality relates to advice, reports, designs, working methods and/or reporting regarding the User’s Membership drawn up by Blendpicker. The User is explicitly prohibited from sharing its content with others who are not authorized to take cognizance of it and with (unauthorized) third parties. Furthermore, Blendpicker always exercises the required care in dealing with all business-sensitive information provided by the User.
3. If Blendpicker is obliged to provide confidential information by law or by competent court or by a designated third party on the basis of a statutory provision or a court decision and Blendpicker cannot invoke a right of nondisclosure, Blendpicker is not obliged to compensation and does not give the User any ground for dissolution of the Membership.
4. The transfer or distribution of information to third parties and/or publication of statements, advice or productions provided by Blendpicker to third parties requires the written permission of Blendpicker, unless such permission has been explicitly agreed in advance. User will indemnify Blendpicker against all claims of such third parties as a result of reliance on such information that has been distributed without the written permission of Blendpicker.
5. Blendpicker and User also impose the confidentiality obligation on third parties to be engaged by them.
Article 16 – Intellectual Property Rights
1. All IP rights and copyrights of Blendpicker, including but not limited to all designs, models, reports, recipes, photography and advice, are vested exclusively in Blendpicker and are not transferred to the User unless expressly agreed otherwise.
2. If it has been agreed that one or more of the aforementioned items or works of Blendpicker will be transferred to the User, Blendpicker is entitled to conclude a separate Agreement for this and to demand appropriate monetary compensation from the User. Such a fee must be paid by the User before it acquires the relevant items or works with the IP rights resting thereon.
3. The User is prohibited from disclosing and/or multiplying, modifying or making available to third parties (including use for commercial purposes) all documents and software to which Blendpicker’s IP rights and copyrights rest without express prior written permission. from Blendpicker. If the User wishes to make changes to items delivered by Blendpicker, Blendpicker must explicitly agree to the intended changes.
4. The User is prohibited from using the items and documents to which Blendpicker’s intellectual property rights rest other than as agreed in the Membership.
5. Parties will inform each other and take joint measures if an infringement of IP rights occurs.
6. Any infringement by the User of Blendpicker’s IP rights (and copyrights) is punishable by a one-off fine of €10,000 (in words: ten thousand euros) and a fine of €500 (in words: five hundred euros) for each day that the infringement continues. This does not affect Blendpicker’s right to claim (additional) compensation.
Article 17 – Indemnification and correctness of information
1. The User is responsible for the correctness, reliability and completeness of all data, information, documents, in whatever form, that they provide to Blendpicker in the context of an Agreement, as well as for the data they receive from third parties. has obtained and which have been provided to Blendpicker for the performance of the Service.
2. The user indemnifies Blendpicker against any liability as a result of failure to fulfill its obligations, or failure to do so on time, with regard to the timely provision of all correct, reliable and complete data, information, documents and/or documents.
3. The User indemnifies Blendpicker against all claims from the User and third parties engaged by it or working under it, as well as from the User’s customers, based on not (timely) obtaining any permissions required in the context of the implementation of the Membership.
4. The User indemnifies Blendpicker against all third-party claims arising from the work performed for the User, including but not limited to intellectual property rights on the data and information provided by the User that can be used when carrying out the Membership and/ or the acts or omissions of the User towards third parties.
5. If the User provides electronic files, software or information carriers to Blendpicker, the User guarantees that these are free of viruses and defects.
Article 18 – Complaints
1. If a User is not satisfied with the Services of Blendpicker, the User is obliged to report these complaints as soon as possible, but no later than 7 calendar days after the relevant reason that led to the complaint. Complaints can be reported verbally or in writing via email@example.com with the subject “Complaint”.
2. The complaint must be sufficiently substantiated and/or explained by the User for Blendpicker to be able to handle the complaint.
3. Blendpicker will respond substantively to the complaint as soon as possible, but no later than 7 calendar days after receipt of the complaint.
4. The parties will try to reach a solution together.
Article 19 – Applicable law
1. Dutch law applies to the legal relationship between Blendpicker and the User.
2. Blendpicker has the right to change these general terms and conditions and will inform the User thereof.
3. In the event of translations of these general terms and conditions, the Dutch version shall prevail.
4. All disputes arising from or as a result of the Agreement between Blendpicker and the User will be settled by the competent court of the Zeeland-West-Brabant District Court, Middelburg location, unless mandatory provisions designate another competent court.
Zonnemaire, March 21, 2022.