TERMS AND CONDITIONS OF INNERFIRE B.V. / Wimhofmethod
Below you will find the general Terms & Conditions for Innerfire/Wimhofmethod. If you want to use any of our products or services, you must agree to, conform to and be legally bound by the terms and conditions described below. These terms and conditions were last updated on 15-April-2015. If you disagree with any of these terms and conditions, please do not use this website
Article 1 Definitions and applicability
1.1 These terms and conditions have been drafted by InnerFire BV, offices located at Harry Koningsbergerstraat 200 in (1063 AJ) Amsterdam, registered under Chamber of Commerce number 62594044.
1.2 Deviations from and additions to these general terms and conditions are only valid if agreed on, in writing, between the parties.
1.3 In these terms and conditions the following shall be understood as:
a. Client: the natural or legal person who has instructed the contractor to supply or manufacture goods or services;
b. Contractor: The user of the general conditions, in this case InnerFire BV, offices located at Harry Koningsbergerstraat 200 in (1063 AJ) Amsterdam, registered under Chamber of Commerce number 62594044.
1.4 The applicability of any purchase or other conditions of the customer is explicitly rejected.
1.5 In the Purchasing Terms, any communication done electronically or by fax will be considered as written documents. Electronic data traffic is defined as messages sent by e-mail, Web, EDI (Electronic Data Interchange) and comparable forms of data transmission.
1.6. A client who, once on the present Purchasing Terms, is contracted, accepts the applicability of these conditions to subsequent agreements between contractor and client.
1.7 If any provision of these terms and conditions is invalid or unenforceable, the remaining provisions of these terms and conditions will remain unaffected. Contractor and the Client will in that case, enter into consultations with the aim to agree on new provisions to replace the invalid provisions, as much as possible the purpose and intent of the invalid or void provisions are observed.
Article 2 Offer and Acceptance
2.1 All offers and other statements by the contractor are non-committal, unless otherwise stated by the contractor in writing.
2.2 Client is responsible for the accuracy and completeness of information provided to the contractor by or on behalf of the contractor, the contractor will put together his offer based on this information. The client must always exercise the utmost care that the requirements, that the contractor's performance must meet, are accurate and complete.
2.3 The mere submission of a pricing, an estimate, a preproduction estimate or similar information, with or without a quotation, does not oblige the contractor to conclude an agreement with the client.
2.4 Registration through the website only leads to an agreement if the entire entry form and full payment is received by the contractor.
2.5 Participation takes place on a first-come-first-serve basis. If the maximum number of participants is reached, then the contractor is competent to rule out the client and make an offer for another activity. The contractor is not obliged in that case to pay compensation for any damage suffered by the client.
Article 3 Price and payment
3.1 All prices are exclusive of sales tax (VAT) and other charges imposed by the government, unless specifically provided otherwise. Unless otherwise agreed upon, all prices are in euros and the customer must effect all payments in euros.
3.2 All cost estimates and budgets issued by the contractor are only indicative, unless the Contractor specified otherwise in writing. A client cannot derive any rights or expectations from cost estimates issued by the contractor. The available budget, calculated by the client and expressed to the contractor, can never be used as the – agreed upon - (fixed) price between the parties for the services to be performed by the contractor. The contractor is obliged to notify the client in case the costs are greater than the estimate or budget issued by the contractor, unless there is a written agreement between the parties about this.
3.3 If the client consists of several natural persons and / or legal persons, each of those persons jointly and severally obliged under the agreement to pay the amounts due.
3.4 In regards to the services performed by the contractor and the amount owed by the client, the relevant documents and information from the administration or systems of the contractor will provide full evidence, without prejudice to the right of the client to provide proof to the contrary.
3.5 Payment takes place in one term, unless expressly agreed upon otherwise in writing.
3.6 If, on the basis of an explicit written agreement, there is a periodic payment obligation from the client, the contractor is entitled in writing to adjust the applicable prices and rates with a 60 day notice prior to this adjustment. If the client does not wish to agree to such an adjustment, the client is entitled to terminate the agreement –within 30 days of the notification of the agreement - in writing by the date on which the adjustment would take effect. The client shall not enjoy this right of termination, however, if the parties have agreed in writing that the applicable prices and rates shall be adjusted in compliance with an agreed upon index or other measure.
3.7 The parties shall set the date or dates on which the contractor will charge the fee to the client for the agreed upon services. Amounts due shall be paid by the client according to the agreed upon or payment conditions stated on the invoice. In the absence of a specific provision, the client shall pay the fee within a period of time after the invoice date - determined by the contractor.
3.8 The client is not entitled to suspend any payments or to offset amounts owed.
3.9 Contractor is at all times entitled to express the wish to deliver in case of a prepayment.
3.10 In case of liquidation, bankruptcy or suspension of payment of the client or the filing of a request under the WSNP (Debt Restructuring Cases) the principal obligations of the principal shall be due immediately.
3.11 If the total amount due has not been paid within 14 days after the invoice date, the client shall, without any warning or notice of default, have to pay a contractual interest rate of 1.5% per month on top of the outstanding amount owed.
3.12 If the client fails to pay the claim within the period specified in the notice, the contractor may relinquish the claim, in which case the client is responsible to pay all judicial and extrajudicial costs – in addition to the total amount, including all costs calculated by external experts. The extrajudicial costs are set at 15% of the amount due, including interest and compensation.
Article 4 Information, documentation and confidentiality
4.1 The Client must provide the contractor with all the necessary information about himself or herself and about any registered –by the client- participants, at the latest at the conclusion of the Agreement, which may be relevant for the conclusion or performance of the contract.
4.2 The client must provide the contractor with information on the physical and / or mental condition (including the use of alcohol, drugs or medication) as physical and / or mental condition can lead to discomfort, danger or risk to the customer, contractor or other Participants or their possessions.
4.3 The Client is aware that the contractor can terminate the agreement immediately if the above information was not, not properly or not fully provided. In that case, any adverse consequences will be borne by the client, including damage incurred by the client and / or third parties.
4.4 The Client is responsible having with him all the required documents such as a valid passport, identity card, travel permit, proof of inoculations and / or vaccinations, license and green card. If an activity cannot take place for lack of a valid document, then all resulting consequences will be borne by the client.
4.5 Client is responsible for obtaining the necessary information from the authorities about the necessary documents and to requirements to participate in the activities.
4.6 The Client and the Contractor shall ensure that all data received from the other party that is known or should reasonably be known to be confidential, remain secret. The party receiving the confidential information shall only use it for the purpose for which it was provided. Information shall in any event be considered confidential if one of the parties has marked it as such in advance.
Article 5 Intellectual property rights
5.1 All (intellectual) property rights of documents submitted by the contractor, drawings, models, materials, designs, illustrations, photographs, films, procedures, methods, texts, or any other common audiovisual, visual or written documents or data carriers, continue to contractor.
5.2 Unless written agreed otherwise, the (claims) (intellectual) property rights of documents, drawings, materials, designs, models, illustrations, photographs, films, procedures, methods, texts, or any other common audiovisual, visual or written documents or data carriers made available by or on behalf of the client as part of the agreement are transferred to the contractor. The client does not transfer (claims) IP Rights – only if applicable - to the contractor. The client will participate free of charge on request to effect the transfer.
5.3 The client will provide first request co-operation of the disposal or any other, for the acquisition of (intellectual) property rights, necessary act of (intellectual) property rights are made available by or on behalf of the client as part of the agreement and / or manufactured so that these (intellectual) property rights are obtained by the contractor.
5.4 If the transfer of Intellectual Property Rights by the client to the contractor is not legally possible, the contractor hereby grants an unrestricted, royalty-free, transferable and non-exclusive license for the purpose of the services and for the duration of the agreement. If the parties did not agree on a duration, the client grants perpetual permission of the aforementioned license. The license shall take effect the moment the conclusion of the agreement takes place.
5.5 Unless otherwise agreed upon in writing, the client does not retain or obtain the right to use any (intellectual) property rights of documents, drawings, materials, designs, models, illustrations, photographs, films, procedures, methods, texts, then or any other common audiovisual, visual or written documents or data carriers – made available by the contractor. Nor shall the client obtain or retain any license in respect of any outcome of the agreement. The client is not permitted to start to record, reproduce, disclosure, etc. without written permission of the contractor.
Copyright 2015 Inner Fire.
5.6 Unless otherwise agreed upon in writing, or if this is necessary for the proper execution of the agreement, the client is not allowed to brand the contractor’s trade name externally in any way.
5.7 All provisions above regarding the rights and obligations of the client with respect to the (intellectual property) rights of the contractor, applies equally to the client with respect to (intellectual property rights) of Mr. Wim Hof.
Article 6 Changes
6.1 Dates and times may be changed at any time by the contractor.
6.2 The client must check the start time 24 hours before the activity.
6.3 The contractor is entitled to amend the agreement immediately if during an activity the contractor notices that the client does not have the required (physical) condition to continue the activity. Contractor may decide to allow the client to enroll in another program or follow a different route or cancel the activity in its entirety for the client. At the discretion of the contractor. Contractor is not liable for any damage as a result. Nor is the contractor obliged to return the payments made by the client and agreed upon in the contract.
6.4 Without prejudice to the above, the contractor is in any case entitled to modify the contract for serious reasons, for example because of a circumstance reported to the contractor immediately.
Article 7 Dissolution, termination and cancellation of the agreement
7.1 Each party shall be entitled to terminate the agreement due to a shortcoming in the fulfillment of the agreement if the other party, in all cases after a detailed written notice of default stating a reasonable time period for remedying the failure, attributable fails to fulfill essential obligations from the agreement. Payments and all other obligations from the client – or third parties appointed by the client – are still regarded as fundamental obligation - arising from the agreement.
7.2 If, at the time of the rescission referred to in Article 7.1, the client has already received services agreed upon in the contract, this services and the related payment obligation cannot be revoked, unless the client proves that the contractor is in default for a substantial amount of the services . Payments that the contractor has invoiced before the dissolution in connection with the agreement and services that already have been delivered properly – as mentioned in the previous sentence -, remain due and payable immediately at the time of the dissolution
7.3 Any shortcoming in the implementation of the agreement on the part of the contractor, shall be reported by client to the contractor as soon as possible. Defects occurring during the activity need to be reported immediately. This report needs to be confirmed by the client immediately after the activity. For other shortcomings, these need to be reported in writing by the client within 14 days after its occurrence. All this under penalty of loss of rights of the client.
7.4 An agreement, of indefinite duration, which did not end upon completion by its nature and content, can be terminated – after proper consultation - by either party, in writing, by stating the reasons. If no notice period is agreed upon between the parties, a reasonable period to submit the notice shall be observed. A reasonable period for termination by the contractor is never less than two months.
7.5 The client is never authorized to prematurely end a service agreement or contract into which he entered for a fixed term.
7.6 The contractor may terminate the contract without notice with immediate effect in whole or in part in writing if the client - whether or not provisional – suspension of payment is granted, if bankruptcy is filed, if the client’s company is liquidated or terminated other than for reconstruction or merger, or if there is decisive change of control over the client's company. Contractor is never obligated to refund payments because of this kind of termination of an agreement or responsible for any damage liability. In case of bankruptcy of the client, the client loses the right to use the software, websites and the like of law made available to him.
7.7 The conditions mentioned in 7.6 are no reason for the client to terminate the contract with the contractor. For the client, only the provisions in 7.1 will apply as grounds for termination
7.8 Contractor shall be entitled to immediately terminate the agreement if during an activity the contractor does not have the required (physical) condition to continue the activity. Contractor is not liable for any damage as a result. Nor is the contractor obliged to return the implementation of the contract payments made by the client.
7.9 Contractor shall be entitled to terminate the contract immediately if the client does not follow the guidelines and / or instructions given in the context of safety. Contractor is not liable for any damage as a result. Neither is the contractor obliged to return the payments made by the client for the completion of the agreement.
7.10 Contractor shall be entitled to terminate the agreement and cancel the activity if 7 days before the date of the activity less than the minimum number of participants signed up. If the contractor makes use of this power, then the client will recover any payments. Nevertheless, the client is not entitled to interest or compensation for other damages.
7.11 Within 14 days after an online booking or purchase, a customer may cancel without cancellation fee notwithstanding any shipment costs which come at the expense of the client. In case of cancellation of an activity by the client up to 14 days before start of the event, the client’s cancellation fee – owned to the contractor - amounts to 50% of the principal sum and any additional costs. In case of cancellation by the client within 14 days of days of the start of the event, cancellation fee amounts to 100% of the principal sum and any additional costs.
7.12 The client is entitled to nominate a replacement participant in case of cancellation, up to 48 hours before start of the activity provided by the contractor. In case the replacement participant is accepted by the contractor, and a valid agreement between the contractor and the replacement participant has been realized, then the client will owe no penalty. The client, however, does remain jointly and severally liable, besides for the replacement participant, for all obligations arising from both contracts against the contractor.
7.13 Cancellation and / or nomination of a substitute participant by the client must be in writing.
Article 8 Liability and insurance
8.1 The total liability of the contractor due to a shortcoming in the fulfillment of the agreement or any other reason, explicitly including any failure in the performance of a client agreed warranty is limited to the amount of the price stipulated in the agreement (excl. VAT). In case of damage due to death or injury, liability is limited to five times the amount of the agreed upon contract price (excl. VAT). The limitation of liability shall apply mutatis mutandis to any indemnification obligation of the contractor. If the agreement is primarily a continuing performance agreement with a term exceeding one year, the price stipulated for the agreement shall be set at a maximum of 50% of the total of the fees (excl. VAT) for one calendar year.
8.2 The contractor's liability for indirect damages, consequential damages, lost profits, lost savings, loss of goodwill, damage through business interruptions, damage ensuing from claims by customers of the client, damages related to the use of prescribed materials by the client to the contractor, damages to equipment or software of third parties prescribed by the client to the contractor are excluded. Also excluded is the liability of the contractor on account of mutilation, destruction or loss of data or documents.
8.3 The exclusions and limitations of liability of the contractor, as described in the preceding paragraphs of this article, do not affect the other exclusions and limitations of liability of the contractor in accordance with these terms and conditions.
8.4 The aforementioned exclusions and limitations in article 8.1 through 8.4 shall not apply if and insofar the damage is the result of deliberate or willful recklessness by the contractor.
8.5 Notwithstanding the foregoing, the liability of the contractor in all cases will be limited to a maximum of three times the principal sum.
8.6 The condition for the existence of any right to compensation is always that the damage must be reported in writing by the client to the contractor as soon as possible after its occurrence. Any claim to damages against the contractor shall be extinguished by the mere lapse of three months after the claim arises.
8.7 Client shall safeguard the contractor against all claims from third parties.
8.8 The provisions of this article and all other restrictions and exclusions of liability set out in these terms and conditions shall also apply to the benefit of all (legal) persons with whom the contractor works with to execute the agreement.
8.9 The Client is jointly liable for all obligations deriving from the agreement. Similarly, with respect to any other persons for which the contractor has booked/organized an activity.
8.10 The client shall be adequately insured for all damages and any consequential damage on all possible claims that may arise during the activity and will stay adequately insured during the execution of the agreement.
8.11 The client shall in any case have the following insurances (I) health insurance (II) liability (including liability for damage caused to persons and / or property owned by the Client) and (III), travel and / or mountaineering insurance (IV) an insurance on loss and damage to property and affairs of both clients and contractors (causes including fire and theft).
8.12 Notwithstanding the foregoing clauses, the amount for which the contractor could possibly be liable cannot exceed the amount that its insurer might possibly pay out.
Article 9 Force majeure
9.1 Neither party is obliged to fulfill any obligation, including any warranty obligation agreed upon between the parties, if it is prevented from doing so by force majeure. Force majeure shall include: (i) force majeure of subcontractors of the contractor, (ii) failure to properly fulfill obligations by suppliers set by the client to the contractor, (iii) deficiency of items, equipment, terrain, software or materials of third parties whose use set by the client to the contractor, (iv) governmental actions, (v) electricity failure, (vi) internet, computer or telecommunication facilities malfunctioning, (vii) war, (viii) work occupation, (ix) strike, (x ) general transport problems and (xi) the unavailability of one or more employees.
9.2 The contractor has the right to terminate the agreement in the event of a force majeure situation described above. The services already performed under the agreement, will be settled proportionately in that case, without the parties owing each other anything for the remainder.
Article 10 Transfer of rights and obligations
10.1 The Client is not entitled to sell and/or transfer the rights and / or obligations under the agreement to a third party, without the prior written consent of the contractor.
10.2 The contractor shall at all times be entitled to transfer claims to the payment of fees to a third party.
Article 11 Applicable Law and Disputes
11.1 The agreements between contractor and client are governed by Dutch law. The Vienna Sales Convention 1980 is excluded.
11.2 Disputes arising between the contractor and the client following an agreement concluded between the contractor and the client or as a result of further agreements resulting therefrom shall be settled by the Amsterdam District Court.