Terms & Conditions

1. Mouchli: Mouchli Software Consulting, established in Oisterwijk, Chamber of Commerce number 78156580. 2. Client: the party with whom Mouchli has entered into an agreement. 3. Parties: Mouchli and the Client together. 4. Consumer: a Client who is an individual acting as a private person.

1. These terms apply to all quotes, offers, activities, orders, agreements, and deliveries of services or products by or on behalf of Mouchli. 2. Mouchli and the Client may deviate from these terms only if agreed in writing. 3. Mouchli and the Client expressly exclude the applicability of the Client's general terms or those of others.

1. Offers and quotations from Mouchli are non-binding unless expressly stated otherwise. 2. An offer or quotation is valid for a maximum of 2 weeks, unless another term is stated in the offer or quotation. 3. If the Client does not accept an offer or quotation within the applicable term, the offer or quotation lapses. 4. Offers and quotations do not apply to repeat orders unless Mouchli and the Client agree in writing.

1. Upon acceptance of a non-binding offer or quotation, Mouchli may still withdraw the offer within 3 days after receiving acceptance, without the Client deriving any rights from it. 2. Oral acceptance by the Client binds Mouchli only after the Client has confirmed it in writing or electronically.

1. Mouchli uses prices in euros, excluding VAT and excluding any other costs such as administrative or shipping costs, unless otherwise agreed in writing. 2. Mouchli may change the prices of its services and products on its website and in other communications at any time. 3. Prices agreed in the quotation for packages or projects are fixed prices, based on the scope and work described in the quotation. 4. If the Client requests additional wishes or changes during the execution of the agreement that fall outside the original scope, this is considered additional work. 5. Mouchli will discuss the costs for this additional work with the Client in advance. This additional work will be invoiced separately based on the applicable hourly rate or a fixed price to be agreed. 6. Prices stated on the website or in promotional materials are indicative "starting prices." The final price is determined in the quotation. 7. Mouchli will inform the Client in good time of price adjustments (for example, for monthly maintenance) before they take effect. 8. A consumer may terminate the agreement with Mouchli if they do not agree with the price increase.

1. Mouchli may require a down payment of up to 50% of the agreed amount when entering into the agreement. 2. The Client must pay invoices within 14 days after the invoice date, unless the parties have agreed otherwise in writing. 3. The payment terms used by Mouchli are strict deadlines. This means that if the Client does not pay the agreed amount no later than the last day of the payment term, the Client is automatically in default without Mouchli having to send a reminder or notice of default. 4. Mouchli may make delivery conditional upon immediate payment or require security for the total amount of the services or products.

1. If the Client does not pay within the agreed term, Mouchli may charge the statutory interest per month for commercial transactions from the day the Client is in default, with part of a month counted as a full month. 2. When the Client is in default, the Client must also pay extrajudicial collection costs and any damages to Mouchli. 3. The collection costs are calculated according to the Decree on Compensation for Extrajudicial Collection Costs. 4. If the Client does not pay on time, Mouchli may suspend its obligations until the Client has paid. 5. In the event of liquidation, bankruptcy, attachment, or suspension of payments on the part of the Client, Mouchli's claims against the Client become immediately due and payable. 6. If the Client refuses to cooperate with the performance of the agreement by Mouchli, the Client must still pay the agreed price.

1. The Client hereby waives the right to suspend performance of any obligation arising from this agreement.

1. The Client waives the right to set off a debt owed to Mouchli against a claim on Mouchli.

1. The Client must adequately insure and keep insured the following items against, among other things, fire, explosion and water damage, and theft: - delivered items necessary for the performance of the underlying agreement - items of Mouchli present at the Client's premises - items delivered under retention of title 2. The Client will provide the insurance policy for these insurances for inspection at Mouchli's first request.

1. The Client is free to terminate the assignment to Mouchli at any time. 2. If the Client withdraws the assignment, the Client is obliged to reimburse the hours and expenses already incurred. 3. If the assignment has a fixed price and the Client cancels the assignment after work has started, the Client owes the full agreed amount, unless otherwise agreed in writing. 4. In case of cancellation within 24 hours before the start of a scheduled appointment or session, Mouchli may charge 50% of the scheduled time.

1. The Client is obliged to report complaints about the performed work to Mouchli in writing without delay. The complaint should contain a detailed description of the shortcoming so that Mouchli can respond adequately. 2. A complaint can in no case lead to an obligation for Mouchli to perform different work than agreed.

1. If the Client and Mouchli have entered into an agreement of a service nature, this contains only a best-efforts obligation for Mouchli and therefore no obligation to achieve a result.

1. Mouchli performs the agreement to the best of its knowledge and ability and in accordance with the requirements of good craftsmanship. 2. Mouchli may have the agreed services performed in whole or in part by others. 3. Performance of the agreement takes place in consultation and after written approval and payment of any advance by the Client. 4. The Client must ensure that Mouchli can start performing the agreement in time. 5. If the Client does not ensure that Mouchli can start in time, any additional costs arising from this will be at the Client's expense.

1. The Client provides all information, data, and documents relevant for the proper performance of the agreement to Mouchli in a timely manner and in the desired form and manner. 2. The Client guarantees the accuracy and completeness of the information, data, and documents provided, even if they originate from third parties, unless the nature of the agreement dictates otherwise. 3. When and to the extent the Client requests, Mouchli will return the relevant documents. 4. If the Client fails to provide the information, data, or documents reasonably required by Mouchli, or provides them late or improperly, and the performance of the agreement is delayed as a result, the additional costs and extra hours arising from this will be at the Client's expense.

1. The agreement between Mouchli and the Client for a service or services is entered into for an indefinite period, unless the nature of the agreement provides otherwise or otherwise agreed. 2. If the Client enters into a fixed-term agreement, it will be tacitly converted into an agreement for an indefinite period after the term ends, unless one of the parties terminates the agreement with a notice period of 1 month, or a consumer terminates the agreement with a notice period of 1 month, thereby automatically ending the agreement.

1. The Client may terminate a service agreement for an indefinite term with a notice period of 1 month. 2. A consumer may terminate a service agreement for an indefinite term with a notice period of 1 month.

1. Mouchli retains all intellectual property rights to all designs, drawings, writings, data carriers or other information, quotations, images, sketches, models, and mock-ups, unless otherwise agreed. 2. The Client may not show, provide, or otherwise use the intellectual property rights mentioned in paragraph 1 without prior written permission from Mouchli.

1. The Client keeps confidential all information, in any form, received from Mouchli. 2. The same applies to all other information concerning Mouchli that the Client knows or reasonably suspects to be confidential, or of which the Client can expect that disclosure could harm Mouchli. 3. The Client takes all necessary measures to ensure that they keep the information mentioned in paragraphs 1 and 2 confidential. 4. The confidentiality obligation described in this article does not apply to information: - that was already public before the Client learned it or that later became public without a breach of the confidentiality obligation by the Client - that is made public by the Client under a legal obligation 5. The confidentiality obligation described in this article applies for the duration of the underlying agreement and for a period of 3 years after its termination.

1. If the Client violates the article on confidentiality or intellectual property, the Client must pay Mouchli an immediately due penalty for each violation. 2. If the Client is a consumer, the penalty in paragraph 1 is: € 1,000. 3. If the Client is not a consumer, the penalty in paragraph 1 is: € 5,000. 4. In addition, the Client must pay 5% of the applicable amount in paragraph 2 or 3 for each day the violation continues. 5. The Client must pay the penalty in paragraph 1 without the need for notice of default or judicial proceedings. There does not need to be actual damage. 6. Mouchli may claim damages in addition to the penalty in paragraph 1.

1. The Client indemnifies Mouchli against all claims by third parties relating to the products and/or services delivered by Mouchli.

1. The Client must inspect a product delivered or service provided by Mouchli as soon as possible for any shortcomings. 2. If a delivered product or provided service does not meet what the Client may reasonably expect, the Client must inform Mouchli within 1 month after discovering the shortcoming. 3. A consumer must inform Mouchli no later than 2 months after discovering the shortcoming. 4. The Client must provide as detailed a description of the shortcoming as possible so that Mouchli can respond appropriately. 5. The Client must demonstrate that the complaint relates to an agreement between the Client and Mouchli. 6. If a complaint concerns ongoing work, the Client cannot demand that Mouchli perform other work than agreed.

1. The Client must provide any notice of default in writing to Mouchli. 2. The Client is responsible for ensuring that their notice of default reaches Mouchli in time.

1. If Mouchli enters into an agreement with multiple Clients, each of them is jointly and severally liable for compliance with the agreements in that agreement.

1. Mouchli is only liable for damage suffered by the Client if the damage was caused by intent or conscious recklessness. 2. If Mouchli is liable for damages, this applies only to direct damages related to the performance of an underlying agreement. 3. Mouchli is not liable for indirect damages, such as consequential damages, lost profit, or damage to third parties. 4. If Mouchli is liable, this liability is limited to the amount paid out by a (professional) liability insurance. If no insurance has been taken out or no amount is paid out, the liability is limited to the (portion of the) invoice amount to which the liability relates. 5. All images, photos, colors, drawings, descriptions on the website or in a catalog are indicative only and cannot lead to any compensation, dissolution, or suspension.

1. Any right of the Client to compensation from Mouchli expires 12 months after the event from which the liability directly or indirectly arises. This does not exclude the provisions of article 6:89 Dutch Civil Code.

1. The Client may dissolve the agreement when Mouchli culpably fails to fulfill its obligations, unless this failure does not justify dissolution due to its special nature or minor significance. 2. If performance of the obligations by Mouchli is still possible, dissolution can take place only after Mouchli is in default. 3. Mouchli may dissolve the agreement with the Client if the Client does not fully or timely comply with its obligations under the agreement, or if Mouchli becomes aware of circumstances that give it good reason to assume that the Client will not meet its obligations.

1. In addition to article 6:75 Dutch Civil Code, a failure by Mouchli cannot be attributed to Mouchli if there is force majeure. 2. The force majeure situation in paragraph 1 includes, among other things: - a state of emergency such as civil war or natural disaster - breach of contract or force majeure by suppliers, carriers, or others - power, electricity, internet, computer or telecom failures - computer viruses - strikes - government measures - transport problems - severe weather conditions - work stoppages 3. If a force majeure situation occurs whereby Mouchli cannot fulfill one or more obligations to the Client, those obligations are suspended until Mouchli can fulfill them. 4. From the moment a force majeure situation has lasted at least 30 calendar days, both the Client and Mouchli may dissolve the agreement in whole or in part in writing. 5. In a force majeure situation, Mouchli does not have to pay compensation to the Client, even if Mouchli benefits from it.

1. If it is necessary for the performance to amend a concluded agreement, the Client and Mouchli may adjust the agreement.

1. Mouchli may change these general terms and conditions. 2. Changes of minor importance may be implemented at any time. 3. Mouchli will, as far as possible, discuss significant changes with the Client in advance. 4. A consumer may terminate the underlying agreement in case of a significant change to the general terms and conditions.

1. The Client may not transfer any rights from an agreement with Mouchli to others without written permission from Mouchli.

1. If one or more provisions of these general terms and conditions are null or voidable, this does not affect the other provisions of these terms. 2. A provision that is null or voidable will, in that case, be replaced by a provision that most closely matches what Mouchli had in mind when drafting the terms for that point.

1. Dutch law applies to these general terms and conditions. 2. The court in the district of Mouchli's place of business has exclusive jurisdiction to hear any disputes between the Client and Mouchli, unless the law provides otherwise. Drawn up on 01 January 2026.