In these following general terms and conditions, the following terms are used in the following sense, unless explicitly stated otherwise.
Lecture - Lecture BV, or its legal successors, its subsidiaries and/or any other company affiliated with Lecture BV for the benefit of which these terms and conditions have been entered into.
Client - Any natural or legal person with whom an Agreement for the provision of Services is concluded.
Offer - The Offer made by Lecture for the provision of Services.
Agreement - Each Agreement between the Client and Lecture for the provision of Services.
Services - The services offered by Lecture in providing lecturers and hosting interactive lectures to inspire Client's employees.
Parties - Lecture and Client.
Terms and conditions - These general terms and conditions of sale and delivery.
Personal Data - Any information relating to an identified or identifiable natural person ('the Data Subject'); an identifiable natural person is one who can be identified, directly or indirectly.
Processing - An operation or set of operations which is performed on personal data or sets of personal data, whether or not by automatic means, such as collection, recording, organisation, structuring, storage, adaptation or alteration, retrieval, consultation, use, disclosure by transmission, dissemination or otherwise making available, alignment or combination, blocking, erasure or destruction.
Data subject - Identified or identifiable natural person to whom the Personal Data processed relate.
Personal data breach - A breach of security leading to the accidental or unlawful destruction, loss, alteration, unauthorised disclosure of, or access to, personal data transmitted, stored or otherwise processed.
Supervisory authority - An independent government body responsible for supervising compliance with the law in connection with the processing of Personal Data. In the Netherlands, this is the Personal Data Authority.
Article 2: General Terms and Conditions
These General Terms and Conditions apply to all Lecture's offers and all Agreements with Lecture.
Deviations from these Terms and Conditions by the Client will only apply if Lecture has explicitly accepted them in writing. Deviating clauses only apply to the Agreement in which they are made.
Lecture is authorised to amend these General Terms and Conditions unilaterally.
The amended General Terms and Conditions shall apply to new Agreements and Offers as of the time of amendment and to existing Agreements as of thirty days after written notification to the Client of the amendment.
Lecture shall announce the changes to the Client in writing.
If rights or favours are stipulated in these General Terms and Conditions for the benefit of Lecture, they will also be deemed to have been stipulated for any third parties engaged by Lecture in connection with the conclusion or implementation of the Agreement.
The nullity or nullification, for whatever reason, of any provision of these General Terms and Conditions, in part or in full, shall not affect the validity of the remaining provisions. In consultation with the Parties, the provision (or parts of the provision) in question will be converted into the legally permissible provision that corresponds most closely to the content and purport thereof, without prejudice to the provisions of Article 3:42 of the Dutch Civil Code.
The applicability of General Terms and Conditions of the Client or of third parties engaged by the Client are rejected unless explicitly confirmed by Lecture in writing.
Article 3: Offers
At the Client's request, Lecture may provide a written Offer for the provision of its Services. An Offer is valid for a period of 14 days. If the Offer is not accepted within this period, it expires.
Orders arising from Offers must be confirmed by the Client in writing. If the Client nevertheless agrees to Lecture commencing the performance of the Agreement, the contents of the Offer will be deemed to have been agreed.
Price quotations may be subject to change due to an unforeseen change in the work. Exceedances will be reported to the Client in advance and will only form part of the Agreement after written consent of the Parties.
Amendments to the agreed provision of Lecture Services must be announced to Lecture by the Client in good time and in writing. Amendments shall only take effect if they have been explicitly accepted by Lecture in writing.
If Lecture draws up an estimate of third-party costs at the Client's request, this estimate will be of an indicative nature and no rights may be derived from it, unless Lecture gives an express guarantee in this respect. The same applies if third-party costs form part of a specified quotation. If desired, Lecture can request Quotations on behalf of the Client.
Offers do not automatically apply to future agreements.
An Agreement is deemed to have been formed exclusively with Lecture and not with one of Lecture's employees individually.
Article 4: Execution of the Agreement
In executing the Agreements, Lecture will, as far as possible, exercise the care of a good contractor and will make every effort on behalf of the Client to achieve the best possible result.
A deadline quoted by Lecture for the completion of the order is indicative, unless agreed otherwise in writing. Lecture will not be in default, even if a deadline is given, until the Client has given notice of default by registered letter and Lecture has not complied with the deadline within a reasonable period specified in the notice of default.
If necessary for the proper implementation of the Agreement, Lecture may have certain work carried out by third parties. The choice of third parties to be engaged by Lecture will, to the extent possible and reasonable, be determined in consultation with the Client. Lecture will of course act with due care in this respect.
The Client is obliged to do all that is reasonably necessary and/or desirable to enable Lecture to perform the work correctly and in good time. The Client should ensure that adequate facilities are made available to enable the Parties to get the most out of the Service. The Client guarantees that these facilities meet professional quality standards and are set up in good time. Facilities are understood to include adequate sound equipment, microphones, audiovisual facilities, screens, beamers, a lectern, lighting and, if necessary, a podium.
If the materials and information necessary for the Agreement's implementation as referred to above are not provided to Lecture in good time, Lecture is entitled to suspend the Agreement's implementation and/or to charge the Client the additional costs arising from the delay in accordance with the customary fees.
The Client will provide Lecture with all the support, guidance, information, data and documents that may be necessary for the performance of the Services.
The Client undertakes not to place a similar order with others during the term of these Services.
The Parties shall consult regularly and also evaluate the Services in the interim, in any event once a month. If the Service does not meet the agreed requirements, Lecture is obliged to make additions and corrections if the Client so requests. Such a situation is insufficient reason for the Client to terminate the Agreement prematurely unless Lecture fails to comply with the Client's request for more than 4 weeks after repeated requests to do so.
If the Client wishes to make changes to the planning that may affect the provision of the Service, the Client will inform Lecture of this immediately. The parties will then consult on the possibility of adjusting the planning.
The Agreement is an agreement for provision of services. The parties do not intend to create a contract of employment or a private-law or fictitious employment relationship.
Article 5: Intellectual and Industrial Property Rights
All intellectual and industrial property rights arising from the Agreement, including but not limited to all portrait rights, copyrights, neighbouring rights, database rights, trademark rights, design rights and patents, will accrue exclusively to Lecture, its licensors or its suppliers, and the Client acknowledges this, unless the Parties have explicitly agreed otherwise in writing.
If intellectual or industrial property rights are concerned that are subject to a registration obligation, these will be registered exclusively in Lecture's name and Lecture will be the sole party entitled to do so, unless the Parties have explicitly agreed otherwise in writing.
The Agreement in no way entails the transfer of any intellectual and industrial property rights of Lecture's Services to the Client. Insofar as necessary for the provision of the Services, the Client only acquires the rights of use in respect of the Services actually used by the Client. If Lecture develops Services in the context of the Agreement which are not used by the Client, these Services shall remain outside the right of use, unless the Parties explicitly agree otherwise in writing. Any other or further right of the Client to reproduce or publish these Services or materials is excluded, unless explicitly agreed otherwise in writing.
A right of use to which Client is entitled in accordance with the provisions of the Agreement is non-exclusive and non-transferable and cannot be (sub)licensed to third parties, all this without prejudice to the provisions of paragraph 4 of this article. The duration of the licence will be determined in the Agreement.
If licences have been obtained from third parties for the Services, the licence conditions of these third parties will apply. In that case, Lecture's licence conditions will be adapted accordingly.
Lecture may always oppose any deformation, mutilation or other impairment of its works which might damage Lecture's honour or name or its value in this capacity.
Lecture has, with due regard for the Client's interests, unlimited freedom to use the design for its own publicity or promotion.
The Services developed by Lecture in the context of the Agreement, which in any case but not exclusively includes presentations and other materials or (electronic) files, remain Lecture's property, regardless of whether they are made available to the Client or to third parties, unless explicitly agreed otherwise in writing.
The Client is not permitted to record Services on audio or audiovisual carriers or to stream the Services via internal and/or external media without Lecture's express written permission.
The Client is not permitted to admit journalists or other members of the press during the Services.
The Client is not permitted to use the name and/or image of Lecture's speakers in publicity material.
The Client is not permitted to link the name and/or image of Lecture or Services speakers to promotional purposes or otherwise, other than for internal promotional purposes exclusively for the Client's employees.
The Client is not permitted to disclose or reproduce presentations, other materials and/or (electronic) files provided to the Client for the purposes of the Services other than for the purposes of the Services and never to disclose and/or reproduce them in such a way that they are made available outside the circle of employees.
Article 6: Fee
The Client agrees with Lecture that it will subscribe to the Services for a specific period. The Client shall pay Lecture a monthly sum for this subscription.
In addition to the fee agreed in the Agreement, Lecture shall also be required to reimburse the out-of-pocket expenses incurred in the performance of the Agreement. This is with the exception of the speakers' transport costs in the Netherlands. These costs will be borne by Lecture.
The fees charged and quoted by Lecture are based on the prices and (cost-determining) conditions known to Lecture at the time when the offer was made. If the prices and conditions change by more than 10% to Lecture's disadvantage between the aforementioned time and the provision of the Services, Lecture will consult with the Client and agree on new fees in all reasonableness.
Lecture is entitled to adjust its fees annually by means of the annual inflation correction, as determined by the CBS.
If Lecture is required to perform additional work as a result of an extension and/or amendment to the Agreement determined by the Client, such additional work shall be paid for on the basis of Lecture's usual fees for additional work, irrespective of any fixed price agreement.
Prior to the Service being provided, the Client shall inform Lecture of the number of persons that will be attending a Service. If this number is exceeded, Lecture may attach further financial conditions to the Service in accordance with the provisions of paragraph 5.
The Client shall also reimburse Lecture's costs, such as the costs of engaging third parties, travel expenses, parking costs and other expenses, provided that these have been reasonably incurred by Lecture in connection with the order and on the basis of invoices submitted and evidence relating thereto and that this has been confirmed in advance by the Client in writing.
Article 7: Invoicing
The fees and amounts to be charged in these General Terms and Conditions are in Euros and are exclusive of sales tax (VAT) and other government levies.
Lecture is entitled to charge its fee monthly, at the beginning of the month, for work performed and costs incurred in the implementation of the Agreement.
Payment must be made within 30 days of the invoice date. Objections to the amount of the invoices do not suspend the payment obligation.
The Client shall make the payments owed to Lecture without any discount or compensation, except for settlement against offsettable advances on the Agreement which it has provided to Lecture.
If the government and/or trade unions introduce changes to wages, employment conditions, social insurance etc. between the date on which the Agreement is entered into and the Agreement is performed, Lecture is entitled to pass on the increases to the Client.
If the term of payment is exceeded, the Client shall owe default damages from the due date, even without a notice of default being required, equal to the statutory interest as stipulated in Section 6:119 of the Dutch Civil Code.
From the moment that the Client does not (fully) fulfill his payment obligations under the Agreement or is otherwise in default, the Client is no longer permitted to use the Services supplied and any license granted to the Client under the Agreement will lapse, unless the Client's default is of minor significance in light of the assignment as a whole.
From the due date, Client shall also owe extrajudicial costs on the outstanding invoice amount. The extrajudicial collection costs are set at a minimum of 10% of the invoice amount with a minimum of € 150 (one hundred and fifty euro).
Lecture may, without being in default of payment, refuse full repayment of the principal sum if the accrued and current interest and the extrajudicial costs are not also paid.
Without prejudice to the foregoing, the Client shall be obliged to pay the full legal costs.
Article 8: Suspension
In the event of any attributable failure by the Client to fulfill its obligations under the Agreement, Lecture is entitled to suspend the performance of the Agreement, in whole or in part, including the grant of a license to the Client, without prejudice to its other rights of suspension and without prejudice to its right to full damages.
Lecture is entitled to suspend all its obligations under the Agreement if it has justified doubts about the Client's proper and/or timely fulfillment of the obligations under the Agreement.
Article 9: Guarantees and indemnities
The Client guarantees Lecture that all reasonable efforts will be made to ensure that the materials made available to Lecture are free of defects (including viruses).
The Client indemnifies Lecture against any liability relating to the transmission of computer viruses. Lecture shall regularly check the materials it uses for computer viruses and endeavor to prevent or remove them. If it appears that there is a reasonable chance of computer viruses being transferred to the Client's systems, Lecture will inform the Client of this as soon as possible. The same duty to provide information rests with the Client.
The Client guarantees the accuracy of the actual contents of the Services developed and provided if and to the extent that they have been approved by the Client and indemnifies Lecture against all third-party claims in this respect.
The Client indemnifies Lecture against claims by claimants (including collective rights organizations) with regard to intellectual property rights to
materials or data provided by the Client, which are used in the performance of the Agreement.
The Client indemnifies Lecture and/or the third parties engaged by Lecture in the context of the Agreement against all third-party claims arising from the applications or use of the Services developed and provided.
The Client is liable for the theft or loss of property of Lecture or of the speakers in the performance of the Services, which are managed by the Client in the context of providing the Services.
Article 10: Duration, Termination and Dissolution
The Agreement between Lecture and the Client is entered into for the period stated in the Agreement, which cannot be terminated prematurely. At the end of this originally stated period, the Agreement will be continued for an indefinite period. If no period is agreed, the Agreement will be entered into for an indefinite period.
An Agreement for an indefinite period of time may be terminated by either Party by written notice at the end of the month, with due observance of a one-month notice period.
The Agreement will end by operation of law, without recourse to the courts and without notice of default, if Lecture gives notice of termination by registered letter in the following cases:
If, despite a summons, Client fails to fulfill his contractual obligations - other than payment obligations - within 5 working days after the summons;
With immediate effect: if the Client is in default as regards the fees owed to Lecture;
With immediate effect: in the event of a petition for bankruptcy, suspension of payments of the Client and/or if a debt rescheduling arrangement is declared applicable to the Client;
With immediate effect: upon dissolution of the Client as a legal entity.
In the event of early termination by one of the Parties, Lecture's claims against the Client will become immediately due and payable and Lecture will be entitled to claim full compensation from the Client for the damage it has incurred. If a fixed-term Agreement is involved and the Agreement is terminated in whatever way and for whatever reason, Lecture is entitled to claim the full agreed fee for the agreed term of the Agreement from the Client with immediate effect, without prejudice to Lecture's right to claim full damages from the Client.
If the Agreement is terminated for any reason whatsoever, any rights of use in respect of the intellectual and industrial property rights granted to the Client under the Agreement will lapse, as set out in article 5 these General Terms and Conditions, and Lecture will be entitled to request the Client to cease and desist from using the Services with immediate effect and to request that all documents and materials relating to the Services be returned to Lecture, which request the Client shall comply with forthwith.
If the Agreement is dissolved by Lecture on account of an attributable failure on the part of the Client to fulfill the Agreement, the Client must, in addition to compensation, pay the fees and costs incurred in respect of the work performed until that date. In this context, conduct by the Client on the grounds of which Lecture can no longer reasonably be required to continue the Agreement will also be considered an attributable breach.
The damages referred to in paragraphs 4 and 6 of this article will at least include the costs arising from the obligations entered into by Lecture in its own name with third parties for the implementation of the Agreement, as well as at least 30% of the total price quoted in the Offer.
The Client waives all rights to dissolve the Agreement pursuant to Article 6:265 ff. of the Dutch Civil Code or other statutory provisions, unless mandatory provisions dictate otherwise. This shall apply subject to the right to terminate the agreement pursuant to this article.
Article 11: Confidentiality
Parties are obliged to treat as confidential all facts and circumstances, including business and financial data, which come to the knowledge of the other Party within the scope of the Agreement.
Each Party shall take all reasonable precautions to maintain the secrecy of information of a confidential nature to which the other Party has access or which it receives.
Article 12: Obligations and Restrictions Client
The Client is obliged to check the goods supplied by Lecture for any defects and/or shortcomings at the start of the Agreement and continually thereafter.
The Client may no longer lodge a complaint about the implementation of the Agreement if it has not notified Lecture of this in writing within a reasonable period, but no later than five working days, after it has discovered or ought to have discovered the defect.
In the event of a justifiably filed complaint, Lecture will endeavor to remedy the defect as soon as possible.
The Client will purchase the Services with due observance of the provisions of the Agreement as well as the provisions of the law. The Client is not permitted to use the Services for, among other things:
The reproduction and/or disclosure and/or modification of software or other materials if such reproduction and/or disclosure and/or modification infringes rights, including intellectual and/or industrial property rights, of third parties;
Making unlawful statements;
Annoyingly approaching, threatening or otherwise harassing persons;
Sending large quantities of e-mail messages (including spam) to third parties, whether or not with a commercial objective;
Sending e-mails or uploading files containing viruses or similar software programmes which may harm the operation of the Services provided by Lecture, the Internet or the computers and/or software of third parties;
Assuming a false identity;
Restricting third parties from using the Services offered by Lecture and/or the Internet.
The Client is responsible for having and keeping available any software, hardware (including peripheral equipment) and/or (Internet) connections necessary to be able to use the Services. Lecture is under no obligation to provide the Client with these facilities.
Article 13: Liability
Lecture shall fulfill its task as may be expected of a company in its industry, but accepts no liability whatsoever for damage, including death and personal injury, consequential damage, loss of profits, loss of stagnation, immaterial damage, loss of goodwill, whether or not future turnover or profits, claims by third parties on account of damage other than direct damage, hours worked by employees, which is the result of acts or omissions of Lecture, its staff or third parties it has engaged, including speakers, unless there is intent and/or deliberate recklessness on the part of Lecture, its management and/or its executive staff.
Without prejudice to the provisions of the previous paragraph, Lecture's liability - on any grounds whatsoever - is limited - to the extent that it should nonetheless be liable - to a maximum of the amount of the fee which Lecture has received or would have received for the Services it has supplied. If the Services arising from the Agreement are divisible, the liability shall be limited to the fee for that part of the Services to which the failure or wrongful act relates. Reimbursement does not include the costs charged by third parties.
Without prejudice to the provisions of the other paragraphs, Lecture's liability - in the event of an Agreement with a duration of more than three months - shall be limited to a maximum of the amount of the fee to which Lecture is entitled or which was paid to Lecture in the three months prior to the harmful event.
If Lecture can recover (part of) the damage suffered by the Client from a third party and if the amount actually collected, less collection fees to be incurred by Lecture, is higher than the two preceding amounts, the damage shall be limited to this amount less collection fees. In this case, Lecture is entitled to assign its claim against this third party to the Client in full discharge.
Liability shall in any event always be limited to direct damage suffered by Client. Direct damage is understood to mean only the out-of-pocket expenses that Client has necessarily incurred in order to restore the faulty performance.
Lecture is not liable to the Client for any damage which the Client suffers and/or will suffer as a result of the speaker of Lecture who was to provide the Service being prevented from doing so or from not being present or from not being present on time; without prejudice to the stipulations of Article 6.114. 4.
Lecture is furthermore not liable for damage caused to equipment and/or data files as a result of Services provided by Lecture.
Lecture is not liable for the accuracy of the information and advice provided by it and its employees before the Agreement with the Client comes into effect.
Lecture is not liable for any damage or malfunctions caused by the use of the Services other than those directly required for the use of the agreed functionality.
Lecture is not liable for damage caused by errors, incompleteness or inaccuracies in data, materials, information carriers etc. which are supplied and/or prescribed to Lecture by or on behalf of the Client.
Lecture is not liable for any damage caused by the fact that the Client or a third party commissioned by the Client has performed work on or for the Services without Lecture's prior written permission.
Lecture is not liable for damage caused by illegal and punishable acts by third parties, including hacking activities.
Lecture does not guarantee that, if Services contain software, this will function without interruptions or faults insofar as these interruptions or faults are the result of:
interruptions in the power supply to the hardware on which the software is installed;
Other circumstances not caused by Lecture, such as faults in software or hardware components of which the
software supplied depends on it;
incorrect handling of the software, including the non-observance by the users of notifications as well as the performance of actions concerning the functionality of the software that are not explicitly described in the Agreement; failure and/or inaccessibility of the internet site as a result of failures in the connection with the internet, failures in the telephone network or the full utilisation of the dial-up lines.
The Client is obliged, if reasonably possible, to keep copies of materials and data provided by him during the Agreement. If the Client fails to do so, Lecture cannot be held liable for damage that would not have occurred if these copies had existed.
All liability lapses by the expiry of months6 after the expiry of the fixed-term Agreement, or, in the case of an Agreement for an indefinite period
time, within one year of the occurrence of the event which, whether pretended or not, would lead to any liability.
Without prejudice to the provisions of the previous paragraphs of this article, Lecture shall never be obliged to pay damages in excess of the sum insured, to the extent that the damage is covered by an insurance policy taken out by Lecture. Payment of any damage will also constitute fulfillment of Lecture's obligation to make good the damage, insofar as this is applicable.
Article 14: Force majeure & prevention of speakers
Lecture is not obliged to fulfill one or more obligations under the Agreement if it is prevented from doing so as a result of force majeure. Force majeure also includes, but is not limited to, a non-attributable failure on the part of engaged third parties or suppliers, circumstances of a technical nature and circumstances resulting from government action, such as the enforcement of any applicable legislation, the closing down of a web page managed by a third party, as well as any other situation in which the Client may not reasonably expect Lecture to fulfill its obligations. In the event of force majeure, Lecture is not obliged to compensate any damage suffered by the Client as a result of the force majeure situation.
Lecture may also invoke force majeure if it is already in default.
If Lecture is still able to perform or has performed part of the Agreement at the time of the force majeure, the Agreement will remain in force for that part if Lecture so wishes.
Without prejudice to the foregoing, if the Lecture speaker who was to perform the Service is prevented from doing so due to illness, an emergency, an important obligation or professional responsibility or other unforeseen circumstances or impossibility, Lecture will:
in consultation with the Client move the performance to another date; or
if possible: arrange for a replacement in consultation with the Client.
All this at the Client's discretion and without the Client having any grounds to suspend its obligations or to dissolve or terminate the Agreement.
If Lecture's speaker, who was to perform the Service, arrives late and still gives the lecture and performs the Service, this shall be deemed to be Lecture's full performance.
Article 15: Proof and communication
The log files and Lecture's other data, whether recorded electronically or otherwise, provide full evidence of its assertions, unless the Client can provide evidence to the contrary.
Article 16: Contacting staff and speakers Lecture
The Client is not permitted to offer staff employed by or acting on the instructions of Lecture (including Lecture's speakers) the opportunity to be employed by it or to perform work for it on a similar basis. If the initiative comes directly from Lecture's staff/contractor, the Client is prohibited from entering into negotiations with them without Lecture's express permission, unless such an initiative is the result of a response to an advertisement in newspapers and other media.
The prohibitions and obligations arising from the previous paragraph are subject to a period of one year2 after the Agreement between Lecture and the Client ends.
If the Client acts in breach of paragraphs 1 and 2 of this article, it shall owe Lecture an immediately due and payable penalty of € 20,000 for each time or each day that the breach continues, without prejudice to Lecture's right to full damages.
Article 17: Retention of title
Lecture retains ownership of the goods or documents delivered and to be delivered.
or designs until the Client has fulfilled its payment obligations to Lecture in this respect. These obligations consist of the payment of the purchase price, increased by claims in respect of work carried out, and the payment of the balance.
activities related to that delivery, as well as claims for possible compensation for failure to perform obligations on the part of the Client.
If Lecture invokes the retention of title, the Agreement concluded in this respect shall be deemed dissolved, without prejudice to Lecture's right to claim damages, loss of profits and statutory interest.
The Client is obliged to inform Lecture immediately in writing of the fact that third parties are asserting rights on goods which are subject to a retention of title by virtue of this article.
Article 18: AVG (or: GDPR - General Data Protection Regulation)
If Lecture processes Personal Data during the performance of the Agreement, this will be done in a proper and careful manner and will comply with the statutory regulations which follow from the Personal Data Protection Act and the General Data Protection Regulation.
Lecture shall inform the Client within 5 working days of any request and/or complaint from the Supervisory Authority or the Data Subject in respect of the Personal Data processed in the performance of the Agreement.
Lecture will cooperate with the Client if the Data Subject makes a request to exercise his or her rights such as, but not limited to, the right to inspect, correct, remove, object to the processing of the Personal Data and a request for the transferability of their own Personal Data.
Lecture will inform the Client within 5 working days of any court order, subpoena, legal obligation or other obligation to share Personal Data with third parties.
Lecture shall inform the Client about the discovery of a possible Data leak within 24 hours after the discovery thereof. Lecture shall subsequently keep the Client informed of new developments concerning the Data leak.
Lecture shall provide the following information in the event of a Data leak:
A detailed description of the Data leak;
Type/type of Personal Data involved in the Data leak;
Of how many persons the Personal Data is involved in the Data leak;
The identity of the persons involved in the Data leak;
The measures taken to limit the negative consequences for the Data Subjects and to remedy the Data leak;
The cause of the Data leak;
The duration of the Data leak and the moment of its occurrence.
Any costs incurred in resolving the Data Leak shall be borne by the party making the costs, unless the Data Leak arose as a result of Lecture's failure to comply with the Agreement, in which case the costs shall be borne by Lecture. In addition, Lecture retains the option of using other legal remedies.
Communication about the Data Leak will always take place in consultation.
If the Agreement between Lecture and the Client ends, Lecture will return the Personal Data it processed in the performance of the Agreement to the Client and/or destroy them.
Technical and organisational measures will be taken to protect the Personal Data against loss or any other form of unlawful processing, taking into account the state of the art and the nature of the processing.
Lecture processes personal data of and on the instructions of the Client in the performance of the Services. Lecture has drawn up privacy regulations and conditions for the processing of personal data. These are separate documents from these General Terms and Conditions. The terms and conditions of processing form an integral part of these General Terms and Conditions.
Article 19: General provisions
The contents of the Agreement and the General Terms and Conditions jointly determine the legal relationship between the Parties and supersede all previous agreements between the Parties regarding the subject matter of the Agreement. In the event of deviation between the Agreement and the General Terms and Conditions, the Agreement will prevail, unless the contrary is explicitly stated in the Agreement.
Except where expressly provided otherwise in the Agreement, the Parties shall, where possible, waive their right to rescind and terminate the Agreement.
The Agreement and the General Terms and Conditions are exclusively governed by Dutch law. All disputes that may arise in connection with the Agreement and/or the General Terms and Conditions shall in the first instance be submitted exclusively to the competent court in Amsterdam.