Introduction

United State of Minds and  provides sales management, consultancy, coaching and training

services to businesses in and outside Europe (“The Services”). These general terms and

conditions are applicable to all services rendered to clients and form an integral

part of the agreement with the clients (“The Contract”).

 

1.0 Services

1.1 United State of Minds as the contractor will provide the services described and as

outlined in the Contract and/or engagement letter.

 

1.2 United State of Minds will perform the services of organising training, coaching

and consulting to the best of its knowledge and expertise, applying due diligence

and care.

 

1.3 Timetabled dates are intended dates and course selection is subject to

change, amendment or replacement prior to registration. Course changes after

registration will be discussed on an individual basis.

 

1.4 United State of Minds will rely on the information provided by the client and will not

(be able to) verify that information.

 

2.0 Client Responsibilities

2.1 The client agrees that it will adhere to the terms and conditions of the

programs provided and conditions which cover specific issues that relate to

those services.

 

2.2 The client will ensure that all information supplied to United State of Minds in order

for it to conduct the Services as intended complies with the provisions of the

Dutch and European privacy laws and regulations (GDPR) as they are

applicable from time to time and with any other legislation governing the use of

information. If necessary the client and United State of Minds will agree on separate

documentation dealing with the use of privacy sensitive information. The client

will indemnify United State of Minds fully with regard to any claim that may arise from any

possible breach of the privacy regulations or claims that United State of Minds is

confronted with in this respect.

 

2.3 By agreeing to work with United State of Minds, the client agrees that United State of Minds

may refer to the projects performed for the client and may use the client’s logo’s

and other external marketing tools to underline and show the work done for the

client.

 

3.0 Disclosure and Use of Work

3.1 The services are provided for client use only and United State of Minds accepts no

responsibility or liability towards any other person or company.

 

3.2 The client must not disclose any business system, know how, report, outline

format, specifically written licence, franchise, or any other agreement or any

other information that is copyright or the intellectual property of United State of Minds

without their prior written consent.

3.3 The Services are focussed on client outcomes by using all of the products

and services available including independent contractors to deliver personal

consulting and coaching.

 

4.0 Fees & Costs

4.1 Services are invoiced and are based on the price as agreed upon in the

Contract and Purchase Order. All Services and costs mentioned are excluding VAT.

 

4.2 Any travel and expense costs incurred to deliver customised products and

services shall be invoiced to the Client at cost plus VAT (if applicable).

 

4.4 Payment terms for commercial development, change and transition programmes:

15 calendar days; fifty percent of total fee in advance, due when the Purchase Order is signed,

there after; the remaining fifty percent of the total fee due on the first day when the program

starts.

 

4.5 Payment terms for evaluations, assessments and profiles due when the Purchase Order is signed or the order is confirmed in writing. Invoice payable in 15 calendar days.

 

4.6 Suspension of services in case of non-payment of fees.

 

5.0 Liability Limitation

5.1 United State of Minds will only be liable for any direct loss and damages suffered by

the client as a result of United State of Minds breaching the standard set out in Clause

1.2, and then only providing that such liability shall be limited under all circumstances to the

amount of the fees paid by the client to United State of Minds under the Contract.

United State of Minds is never liable for any indirect or consequential damages suffered

by the client.

 

5.2 Other than as set out in this clause, United State of Minds shall also not be liable to

the Client for any losses arising out of or connected in any way with the provision of the services.

 

6.0 Confidentiality

6.1 The parties agree that except as required by law, the documents and

information received by or provided to the other for the purposes of the contract

and provision of the services, which are “confidential information” will be treated

as confidential except if the information:

a) Is or becomes generally available to the public other than by a breach

of the obligations under the contract;

b) Is known to the parties prior to entering into the contract; or

c) Is received from a third party who owes no obligation of confidence in

respect of the information.

 

6.2 The client agrees that United State of Minds may disclose the performance of the

services to clients and prospective clients as an indication of its experience as

positive reference, e.g. by showing the client’s logo’s on its website.

 

7.0 Intellectual Property Rights

7.1 Intellectual property rights in all documentation, business systems, knowhow,

ideas, concepts, methodologies and processes introduced to and utilised

by United State of Minds in relation to the services or created in the course of providing

the services remain vested in United State of Minds.

 

7.2 All intellectual property developed on behalf of the client is licensed to be

used solely for the purpose of training their internal staff. The client agrees not

to use this material for any other purpose. The client may, at its discretion,

amend the material to suit the changing needs of their organisation.

 

8.0 Cancellation and changes for scheduled trainings and coaching sessions

Client has the option to cancel or change prior agreed delivery dates.

In case of cancellation or change the following compensation is applicable:

§ Up to 4 weeks prior to agreed delivery date: compensation is 20% of

quoted price or in case preparation costs are higher the preparation

costs

§ Between 4 – 2 weeks prior to delivery date 50% of quoted price or in

case preparation costs are higher the preparation costs

§ Cancellation Up to 2 weeks prior to delivery date: compensation is

100% of the quoted price

§ Change delivery date within 2 weeks prior to delivery date: 80% of

quoted price or in case preparation costs are higher the preparation

costs

§ United State of Minds has the option to update and or modify any training or

other documentation in case the quality of the provided material is

therefore enhanced.

 

9.0 Other Engagements

9.1 Nothing in these general terms and conditions or the Contract prevents

United State of Minds from providing services to other clients providing reasonable steps

are taken to ensure that each client’s confidential information is not disclosed to

other clients.

 

10.0 Assignment

10.1 Neither party may assign it’s rights or obligations under the contract

without prior written consent of the other party.

 

11.0 Termination

11.1 In the event of premature termination of any contract, the client will pay the

contractor for all planned and/or performed services provided up to the date of

termination and also for the already (pre)ordered programs and materials and

related costs charged by suppliers to the contractor in relation to the contact.

11.2 The contract provisions intended to survive its termination or expiry will

continue to bind both parties.

 

12.0 Resolving Disputes

12.1 The contract is governed by Dutch Law and Dutch Courts will have

exclusive jurisdiction.

12.2 The parties will first attempt to resolve any dispute amicable which may

include the services of an agreed mediator.

 

United State of Minds

Loolaan 4j

7315 AA, Apeldoorn, The Netherlands

 

Chamber of Commerce number: 67686036, VAT number: NL168187310B02;

Euro bank account: NL25 ABNA 0841 7986 05

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