terms & conditions

General terms and conditions cineManna
Email: info@finnszumlas.com
Website: www.finnszumlas.com

Definitions

cineManna: cineManna, established in Amsterdam under Chamber of Commerce no. 34391562.
Customer: the person with whom cineManna has entered into an agreement.
Parties: cineManna and customer together.
Consumer: a customer who is also an individual and who acts as a private person.

Applicability of general terms and conditions

These terms and conditions apply to all quotations, offers, activities, orders, agreements and deliveries of services or products by or on behalf of cineManna.
Parties can only deviate from these terms and conditions if they have expressly agreed so in writing.
The parties expressly exclude the applicability of additional and/or deviating general terms and conditions of the customer or of third parties.

Prices

All prices that cineManna uses are in euros, include VAT and exclude any other costs such as administration costs, levies and travel, shipping or transport costs, unless expressly stated otherwise or agreed otherwise.
cineManna may change all prices charged by cineManna for its services and products, on its website or otherwise.
The parties agree on a total amount as a target price for a service provided by cineManna, unless the parties have expressly agreed in writing on a fixed price, which cannot be deviated from.
cineManna is entitled to deviate up to 10% from the target price.
If the target price is more than 10% higher, cineManna must inform the customer in good time why a higher price is justified.
If the target price is more than 10% higher, the customer has the right to cancel the part of the order that exceeds the target price plus 10%.
cineManna has the right to adjust the prices annually.
Prior to its commencement, cineManna will communicate price adjustments to the customer.
The consumer has the right to cancel the agreement with cineManna if he does not agree with the price increase.

Payments and payment term

cineManna may require a down payment of up to 50% of the agreed amount upon entering into the agreement.
The customer must have made payments in arrears within 1 month after delivery.
Payment terms are regarded as strict payment terms. This means that if the customer has not paid the agreed amount at the latest on the last day of the payment term, he is legally in default and in default, without cineManna having to send the customer a reminder or give notice of default.
cineManna reserves the right to make a delivery conditional on immediate payment or to demand a security for the total amount of the services or products.

Consequences of not paying on time

If the customer does not pay within the agreed term, cineManna is entitled to charge the statutory interest of 2% per month for non-commercial transactions and the statutory interest of 8% per month for commercial transactions from the day the customer is in default. where a part of a month is counted as a whole month.
If the customer is in default, he also owes extrajudicial collection costs and any compensation to cineManna.
The collection costs are calculated on the basis of the Decree on compensation for extrajudicial collection costs.
If the customer does not pay on time, cineManna may suspend its obligations until the customer has fulfilled its payment obligation.
In the event of liquidation, bankruptcy, attachment or suspension of payments on the part of the customer, cineManna's claims against the customer are immediately due and payable.
If the customer refuses to cooperate with the execution of the agreement by cineManna, he is still obliged to pay the agreed price to cineManna.

Right of recovery

As soon as the customer is in default, cineManna is entitled to invoke the right of recovery with regard to the unpaid products delivered to the customer.
cineManna invokes the right of recovery by means of a written or electronic communication.
As soon as the customer has been informed of the invoked right of recovery, the customer must immediately return the products to which this right relates to cineManna, unless the parties agree otherwise.
The costs for the collection or return of the products will be borne by the customer.

Right of withdrawal

A consumer can cancel an online purchase during a cooling-off period of 14 days without giving any reason, provided that:

• the product has not been used

• it is not a product that can spoil quickly, such as food or flowers

• it is not a product that has been tailor-made or modified especially for the consumer

• it is not a product that cannot be returned for hygienic reasons (underwear, swimwear, etc.)

• the seal is still intact if it concerns data carriers with digital content (DVDs, CDs, etc.)

• the product or service does not concern accommodation, travel, restaurant business, transport, catering assignment or form of leisure activity

• the product is not a loose magazine or newspaper

• it is not an (order for) emergency repair

• it does not concern bets and/or lotteries

• the consumer has not waived his right of withdrawal

• it does not concern a service that is fully performed with the consent of the customer within the 14 calendar days cooling-off period and where the customer has expressly stated to waive the right of withdrawal

2. The reflection period of 14 days as referred to in paragraph 1 starts:

o on the day after the consumer has received the last product or part of 1 order

o as soon as the consumer has concluded the agreement for the delivery of the service

o as soon as the consumer has confirmed that he will purchase digital content via the internet

The consumer can make his appeal to the right of withdrawal known via info@finnszumlas.com.
The consumer is obliged to return the product to cineManna within 14 days after making his right of withdrawal known, failing which his right of withdrawal will lapse.

Reimbursement of delivery costs

If the consumer has made use of his right of withdrawal in time and as a result has returned the complete order to cineManna on time, cineManna will refund any shipping costs paid by the consumer within 14 days after receipt of the order that was returned in full in time.
The costs for delivery will only be borne by cineManna insofar as the complete order is returned.

Reimbursement of return costs

If the consumer invokes his right of withdrawal and returns the complete order on time, the costs for returning the complete order will be borne by the consumer.

Right of suspension

Unless the customer is a consumer, the customer waives the right to suspend the performance of any obligation arising from this agreement.

Right of retention

cineManna may invoke its right of retention and in that case keep the customer's products in its possession until the customer has paid all outstanding invoices with regard to cineManna, unless the customer has provided sufficient security for those costs.
The right of retention also applies on the basis of previous agreements from which the customer still owes payments to cineManna.
cineManna is never liable for any damage that the customer may suffer as a result of using his right of retention.

Settlement

Unless the customer is a consumer, the customer waives his right to set off a debt owed to cineManna against a claim against cineManna.

Retention of title

cineManna remains the owner of all delivered products until the customer has fully complied with all his payment obligations towards cineManna under any agreement concluded with cineManna, including claims for failure to perform.
Until then, cineManna can invoke its retention of title and take back the goods.
Before ownership has passed to the customer, the customer may not pledge, sell, alienate or otherwise encumber the products.
If cineManna invokes its retention of title, the agreement will be deemed dissolved and cineManna has the right to claim compensation, lost profit and interest.

Delivery

Delivery takes place while stocks last.
Delivery takes place at cineManna, unless the parties have agreed otherwise.
Delivery of products ordered online takes place at the address indicated by the customer.
If the agreed amounts are not paid or are not paid on time, cineManna has the right to suspend its obligations until the agreed part has been paid.
In the event of late payment, there is a creditor's default, with the result that the customer cannot object to cineManna a late delivery.

Delivery time

The delivery times specified by cineManna are indicative and do not entitle the customer to dissolution or compensation if they are exceeded, unless the parties have expressly agreed otherwise in writing.
The delivery time starts at the moment that the customer has fully completed the (electronic) order process and has received an (electronic) confirmation from cineManna.
Exceeding the specified delivery time does not entitle the customer to compensation or the right to dissolve the agreement, unless cineManna cannot deliver within 14 days after having been requested to do so in writing or the parties have agreed otherwise.

Actual delivery

The customer must ensure that the actual delivery of the products ordered by him can take place on time.

Transportation costs

Transport costs are for the account of the customer, unless the parties have agreed otherwise.

Packing and Shipping

If the packaging of a delivered product is opened or damaged, the customer must have a note drawn up by the forwarder or delivery person before receiving the product, failing which cineManna cannot be held liable for possible damage.
If the customer takes care of the transport of a product himself, he must report any visible damage to products or the packaging to cineManna prior to transport, failing which cineManna cannot be held liable for any damage.

Insurance

The customer undertakes to sufficiently insure and keep insured the following items against, among other things, fire, explosion and water damage as well as theft:

o delivered goods that are necessary for the execution of the underlying agreement

o cases of cineManna that are present at the customer

o goods delivered under retention of title

The customer makes the policy of these insurances available for inspection at cineManna's first request.

Storage

If the customer only accepts ordered products later than the agreed delivery date, the risk of any loss of quality is entirely for the customer.
Any additional costs as a result of early or late purchase of products will be fully borne by the customer.

Warranty

When the parties have entered into an agreement with a service character, this only contains an obligation of best efforts for cineManna and therefore no obligation of result.
The warranty with regard to products only applies to defects caused by faulty manufacture, construction or material.
The warranty does not apply in the event of normal wear and tear and damage resulting from accidents, changes made to the product, negligence or incompetent use by the customer, as well as when the cause of the defect cannot be clearly determined.
The risk of loss, damage or theft of the products that are the subject of an agreement between the parties transfers to the customer at the moment when these are legally and/or actually delivered, at least come under the control of the customer or of a third party who takes delivery of the product on behalf of the customer.

Fulfillment of the agreement

cineManna will perform the agreement to the best of its knowledge and ability and in accordance with the requirements of good workmanship.
cineManna has the right to have the agreed services (partially) performed by third parties.
The execution of the agreement takes place in mutual consultation and after written agreement and payment of any agreed advance by the customer.
It is the responsibility of the customer that cineManna can start the execution of the agreement on time.
If the customer has not ensured that cineManna can start the execution of the agreement in time, the resulting additional costs and/or extra hours will be borne by the customer.

Provision of information by the customer

The customer makes all information, data and documents relevant to the correct execution of the agreement available to cineManna in a timely manner and in the desired form and manner.
The customer guarantees the correctness, completeness and reliability of the information, data and documents made available, even if they originate from third parties, insofar as the nature of the agreement does not dictate otherwise.
If and insofar as the customer requests this, cineManna will return the relevant documents.
If the customer does not provide the information, data or documents reasonably required by cineManna, or does not timely or properly, and the execution of the agreement is delayed as a result, the resulting additional costs and extra hours will be borne by the customer.

Duration of the contract for a service

The agreement between cineManna and the customer regarding a service or services is entered into for an indefinite period of time, unless the nature of the agreement dictates otherwise or the parties have expressly agreed otherwise in writing.
If an agreement has been entered into for a definite period, it will be tacitly converted into an agreement for an indefinite period after the expiry of the term, unless one of the parties terminates the agreement with due observance of a notice period of months, or a consumer terminates the agreement. with due observance of a notice period of 1 month, whereby the agreement ends by operation of law.
If the parties have agreed on a term for the completion of certain work within the term of the agreement, this is never a strict deadline. If this term is exceeded, the customer must give cineManna written notice of default.

Termination agreement service for an indefinite period

The customer can terminate an agreement for a service that has been entered into for an indefinite period of time with due observance of a notice period of three months.
A consumer has the right to terminate an agreement for a service for an indefinite period with due observance of a notice period of 1 month.

Intellectual property

cineManna retains all intellectual property rights (including copyright, patent law, trademark law, drawing and model law, etc.) on all designs, drawings, writings, carriers with data or other information, quotations, images, sketches, models, models, etc., unless the parties have agreed otherwise in writing.
The customer may not copy, show to third parties and/or make them available or use them in any other way without the prior written consent of cineManna.

Penalty clause

If the other party violates the article of these general terms and conditions about confidentiality or about intellectual property, he forfeits an immediately due and payable fine for each violation for the benefit of the trade name.

• if the other party is a consumer, this fine is €1,000

• if the other party is a legal person, this fine is € 5,000

In addition, the other party forfeits an amount of 5% of the amount mentioned in paragraph 1 for each day that that violation continues.
No prior notice of default or legal proceedings are required for the forfeiture of this fine. There is also no need for any kind of damage.
Forfeiture of the fine referred to in the first paragraph of this article does not affect the other rights of cineManna, including its right to claim compensation in addition to the fine.

Disclaimer

The customer indemnifies cineManna against all claims from third parties related to the products and/or services supplied by cineManna.

Complaints

The customer must examine a product or service provided by cineManna as soon as possible for any shortcomings.
If a delivered product or service does not correspond to what the customer could reasonably expect from the agreement, the customer must inform cineManna of this as soon as possible, but in any case within 1 month after the discovery of the shortcomings.
Consumers must inform cineManna of this within 2 months after discovery of the shortcomings.
The customer provides as detailed a description as possible of the shortcoming, so that cineManna is able to respond adequately.
The customer must demonstrate that the complaint relates to an agreement between the parties.
If a complaint relates to ongoing work, this can in any case not lead to cineManna being obliged to perform other work than has been agreed.

Notice of default

The customer must notify cineManna of any notice of default in writing.
It is the customer's responsibility that a notice of default actually reaches cineManna (on time).

Joint and several liability customer

If cineManna enters into an agreement with several customers, each of them is jointly and severally liable for the full amounts owed to cineManna under that agreement.

Liability cineManna

cineManna is only liable for any damage suffered by the customer if and insofar as that damage is caused by intent or deliberate recklessness.
If cineManna is liable for any damage, it is only liable for direct damage arising from or related to the execution of an agreement.
cineManna is never liable for indirect damage, such as consequential damage, lost profit, lost savings or damage to third parties.
If cineManna is liable, this liability is limited to the amount that is paid out by a closed (professional) liability insurance and in the absence of (full) payment by an insurance company of the damage amount, the liability is limited to the (part of the) invoice amount to which the liability relates.
All images, photos, colours, drawings, descriptions on the website or in a catalog are only indicative and are only approximate and cannot give rise to compensation and/or (partial) dissolution of the agreement and/or suspension of any obligation.

Expiration period

Any right of the customer to compensation from cineManna expires in any case 12 months after the event from which the liability directly or indirectly arises. This does not exclude the provisions of Article 6:89 of the Dutch Civil Code.

Right to dissolution

The customer has the right to dissolve the agreement if cineManna imputably fails to fulfill its obligations, unless this shortcoming does not justify termination due to its special nature or minor significance.
If the fulfillment of the obligations by cineManna is not permanently or temporarily impossible, dissolution can only take place after cineManna is in default.
cineManna has the right to dissolve the agreement with the customer if the customer does not fully or not timely fulfill his obligations under the agreement, or if cineManna has become aware of circumstances that give him good grounds to fear that the customer will not be able to fulfill its obligations properly.

Force majeur

In addition to the provisions of article 6:75 of the Dutch Civil Code, a failure by cineManna in the fulfillment of any obligation with regard to the customer cannot be attributed to cineManna in a situation independent of cineManna's will, as a result of which the fulfillment is prevented from fulfilling its obligations towards the customer in whole or in part or as a result of which the fulfillment of its obligations cannot reasonably be expected from cineManna.
The force majeure situation referred to in paragraph 1 also includes - but is not limited to: a state of emergency (such as civil war, insurrection, riots, natural disasters, etc.); default and force majeure of suppliers, deliverers or other third parties; unexpected power, electricity, internet, computer and telecom outages; computer viruses, strikes, government measures, unforeseen transport problems, bad weather conditions and work stoppages.
If a force majeure situation occurs as a result of which cineManna cannot fulfill 1 or more obligations to the customer, those obligations will be suspended until cineManna can fulfill them again.
From the moment that a force majeure situation has lasted at least 30 calendar days, both parties may dissolve the agreement in writing in whole or in part.
cineManna does not owe any (damage) compensation in a force majeure situation, even if it benefits from any advantage as a result of the force majeure situation.

Amendment of the agreement

If after the conclusion of the agreement for its implementation it appears necessary to change or supplement its content, the parties will adjust the agreement accordingly in good time and in mutual consultation.
The previous paragraph does not apply to products purchased in a physical store.

Change of terms and conditions

cineManna is entitled to change or supplement these general terms and conditions.
Minor changes can be made at any time.
Major changes in content will be discussed with the customer by cineManna as much as possible in advance.
Consumers are entitled to cancel the agreement in the event of a substantial change to the general terms and conditions.

Transfer of rights

Rights of the customer under an agreement between the parties cannot be transferred to third parties without the prior written consent of cineManna.
This provision applies as a stipulation with property law effect as referred to in Section 3:83(2) of the Dutch Civil Code.

Consequences of nullity or voidability

If one or more provisions of these general terms and conditions prove to be invalid or voidable, this will not affect the other provisions of these terms and conditions.
A provision that is null or voidable will in that case be replaced by a provision that comes closest to what cineManna had in mind when drafting the conditions on that point.

Applicable law and competent court

Only Dutch law applies to every agreement between the parties.
The Dutch court in the district where cineManna is established / has its practice / has its office has exclusive jurisdiction to hear any disputes between the parties, unless the law prescribes otherwise.

Prepared on September 9, 2022.