General Terms and Conditions

Established in Uithoorn and registered in the Chamber of Commerce under number 96581166, hereinafter referred to as "NALA BAKERY".

Definitions

In these General Terms and Conditions, capitalized terms have the following meanings:

• General Terms and Conditions: these General Terms and Conditions.
• Consumer: the natural person not acting in the exercise of a profession or business and entering into an agreement with NALA BAKERY.
• Rental Agreement: an agreement whereby the parties agree to provide services continuously at successive points in time for a specific period.
• Good(s): any object that forms part of the Agreement.
• Quotation: the making of an offer (in writing).
• Order Confirmation: written confirmation of the Quotation by NALA BAKERY.
• Customer: the term Customer refers to any party that (also) commissions the provision of services, advice, or the submission of a Quotation.
• Agreement or Assignment: Agreement or Assignment means the commitment that NALA BAKERY enters into with its Client(s).
• Parties: NALA BAKERY and Client(s) between whom a (long-term) agreement has been concluded.
• Written: Written also means by email, fax, or any other means of communication that, given the state of the art and generally accepted views, can be considered equivalent.
• Activities: all activities for which an assignment has been placed, or that are performed by NALA BAKERY, separately from other matters directly related to the Agreement or Quotation.
• Business Client: Any natural person and/or legal entity registered in the trade register of the Chamber of Commerce or another trade register and who, acting in the exercise of their profession or business, enters into an agreement with NALA BAKERY or to whom NALA BAKERY makes an offer.

Applicability

These General Terms and Conditions apply to all negotiations, offers, quotations, order confirmations, agreements, work, or other legal relationships to which NALA BAKERY has declared these terms and conditions applicable, insofar as the parties have not expressly deviated from these terms and conditions in writing.

The Customer's acceptance and unconditional acceptance of an offer, quotation, order confirmation, or agreement that refers to these General Terms and Conditions shall be deemed to constitute full agreement with the application of these General Terms and Conditions.

If the General Terms and Conditions or other terms and conditions of the Customer do not apply, their applicability is expressly rejected by NALA BAKERY.

Only if agreed upon in writing in the agreement, without prejudice to or otherwise hindering the effectiveness of the other terms and conditions, and solely with respect to a specific order, may one or more provisions of these General Terms and Conditions be deviated from at the Customer's request.

If one or more provisions of these General Terms and Conditions are declared invalid or void at any time, in whole or in part, the remainder of the Agreement shall remain in full force and effect. The relevant provision will be immediately replaced, in consultation between NALA BAKERY and the Customer, with a provision that approximates the intent of the original provision as closely as possible.

Any ambiguities regarding the interpretation or content of one or more provisions of the General Terms and Conditions, or situations not provided for in these General Terms and Conditions, will be interpreted "in the spirit" of these General Terms and Conditions.

If NALA BAKERY does not always require strict compliance with these General Terms and Conditions, this does not mean that the provisions of these General Terms and Conditions do not apply, or that NALA BAKERY in any way loses the right to demand strict compliance with the provisions of these General Terms and Conditions in other cases.

In the event of a conflict between the General Terms and Conditions and the provisions of the Order Confirmation or the (Term) Agreement, the provisions of the Order Confirmation or the (Term) Agreement shall prevail.

NALA BAKERY has the right to unilaterally amend or supplement these General Terms and Conditions. These amendments also apply to agreements in effect at the time of the amendments. Changes will be notified to the Customer by email and will take effect 30 (thirty) days after notification.

The Offer

All offers from NALA BAKERY, including quotes, are non-binding.

Images of the products provide a faithful representation of the products offered. NALA BAKERY cannot guarantee that the displayed colors exactly match the actual colors of the products.

Acceptances of offers or agreements in any form whatsoever (written, fax, mail, verbal, or otherwise) by the Customer are irrevocable for the Customer.

Acceptances, whether in the form of an order confirmation from the Customer or otherwise, that contain substantial additions, restrictions, or other changes are considered a new offer and a rejection of the original offer.

In the event of material additions, restrictions, or other changes within the meaning of this article, additional or deviating terms and conditions apply regarding, but not limited to, price, payment, quality, equipment and quantity of the goods, place and time of delivery, scope of liability, and dispute resolution, among other things.

NALA BAKERY reserves the right to refuse an order without stating reasons.

If the customer accepts an offer, NALA BAKERY reserves the right to revoke the offer within two business days of acceptance.

NALA BAKERY will commence work immediately after the customer signs the order confirmation. Any inaccuracies in the order confirmation must be noted on the order confirmation before it is signed by the customer. The order confirmation is therefore deemed to correctly and completely reflect the agreement and is binding on the customer.

NALA BAKERY is only bound by the acceptance of the offer, verbal commitments, amendments and additions to existing agreements, and the content of all price lists, brochures, and other information provided with the offer after and insofar as the relevant documents have been confirmed in writing by NALA BAKERY, or after NALA BAKERY has commenced execution.

The price calculation and terms of the offer are valid for a period of fourteen (14) days from the date of the offer, unless a different period has been expressly agreed upon in writing.

Any new price calculation and new terms of the offer established by NALA BAKERY supersede the previous one.

A composite price calculation does not obligate NALA BAKERY to perform part of the offer for a corresponding portion of the stated price.

Offers are based on the information known to NALA BAKERY at the time of the offer and on all information provided by the customer at the time of the request.

If the person signing the quote, order confirmation, or agreement acts on behalf of one or more other persons, they are responsible and liable to NALA BAKERY as if they were the customer themselves, without prejudice to the liability of those other persons.

Agreement

The agreement between NALA BAKERY and the customer is for an indefinite period, unless the nature of the agreement prescribes otherwise or the parties have expressly agreed otherwise in writing.

If a deadline has been agreed upon or specified for the performance of specific work or for the delivery of specific goods, this is never a binding deadline. If a deadline is exceeded, the customer must notify NALA BAKERY in writing of the default. The customer must grant NALA BAKERY a reasonable period for the performance of the agreement. This reasonable period is at least equal to the original delivery period. Exceeding the delivery period does not entitle the customer to compensation.

The delivery period commences after NALA BAKERY has received the quotation, order confirmation, or agreement signed by the customer, as well as any required down payment or advance payment.

The specification of the work and the goods to be delivered is provided in good faith.

Given that NALA BAKERY only supplies goods with a limited shelf life, a consumer is not entitled to termination as referred to in Article 6:230P, paragraph f, subsection 2 of the Dutch Civil Code.

NALA BAKERY is entitled to suspend the performance of the agreement without judicial intervention if the client fails to comply, or fails to comply in a timely manner, with any obligation arising from the agreement and the terms and conditions attached to the agreement. Suspension as referred to above never entitles the client to compensation.

Only if the client can demonstrate that there is such a deviation from the agreement and/or the information provided by NALA BAKERY that the client can no longer reasonably be expected to fulfill their obligations, is the client entitled to terminate the agreement. However, NALA BAKERY is under no circumstances obligated to pay any compensation.

If the client wishes to terminate the agreement through no fault of NALA BAKERY and NALA BAKERY agrees, the agreement will be terminated by mutual agreement. In that case, NALA BAKERY is entitled to compensation for all financial damages suffered, such as lost profits and costs incurred.

Price

The price quoted by NALA BAKERY for the work to be performed applies exclusively to the performance in accordance with the agreed specifications.

NALA BAKERY reserves the right to request full or partial advance payment. However, in the case of an agreement with a consumer, NALA BAKERY offers the consumer the option of paying up to 50% in advance.

All prices quoted exclude all costs related to the agreement, including transportation costs, shipping costs, packaging costs, and any government-imposed levies, unless otherwise agreed. If no fixed rate has been agreed upon, the rate will be determined based on the actual hours worked.

If the client is a business customer and NALA BAKERY has charged no or insufficient VAT, even though it appears to be obligated to do so, NALA BAKERY is entitled to pass on the VAT to the client. The client shall pay the VAT due to NALA BAKERY immediately upon receipt of a (corrected) invoice and shall also indemnify NALA BAKERY against all damages (including any fines) incurred as a result.

If no price or only an estimated price has been agreed upon between the parties, or if the price can be changed in accordance with these general terms and conditions, the invoice will be settled based on NALA BAKERY's subsequent calculation, including a reasonable profit margin.

The price quoted by NALA BAKERY for the work to be performed applies exclusively to the performance in accordance with the agreed specifications. NALA BAKERY reserves the right to increase the agreed price if, after the conclusion of the agreement, unforeseen additional work occurs, the costs of performing the agreement increase, or this increases as a result of (changes in) legislation or regulations.

Changes, Additional Work (Continued Use), and Price and Rate Adjustments

NALA BAKERY will always consider a timely request from the client to change, supplement, or correct the agreement. However, NALA BAKERY is under no obligation to agree to this and may request the customer to enter into a separate written agreement for this purpose.

If NALA BAKERY agrees to changes, additions, or corrections to the agreement, this may affect the agreed price and/or the agreed delivery time or completion period. While less work may result in a lower agreed price, NALA BAKERY reserves the right to charge the customer for the costs incurred and the loss of profit.

If the performance of the Agreement requires additional Work that was unforeseeable at the time the Agreement was concluded, or if this additional Work results from the Customer's conduct and/or omission, incorrect, or unclear statements, this additional Work will be charged at NALA BAKERY's standard rates. Additional Work as referred to in this Article explicitly includes, but is not limited to, waiting times and delays attributable to the Customer. If a fixed price has been agreed upon in the Agreement and the Parties intend to enter into a separate agreement regarding additional Work or services, NALA BAKERY will inform the Client in advance of the financial consequences of such additional Work or services.

If the Client refuses to pay the additional costs resulting from the additional Work or services, the requested additional Work or services will not be performed. However, the Client remains bound by the original Agreement.

NALA BAKERY may adjust the prices and rates for the agreed Work annually, effective January 1st.

Performance of Services

Unless otherwise agreed in writing, NALA BAKERY will perform the services and work to the best of its knowledge and ability, and in accordance with the requirements of good professional practice, which only implies an obligation to make the greatest possible effort.

The client is obligated to fully cooperate and to provide NALA BAKERY with all information it deems necessary and/or useful for the correct execution of the assigned work and deliveries.

The client guarantees that the information provided is correct, reliable, and complete, without NALA BAKERY being obligated to independently verify it, and that it is authorized to provide the information to NALA BAKERY. The client indemnifies NALA BAKERY against all claims from third parties in this regard.

For the performance of all its obligations arising from the agreement, NALA BAKERY is entitled to engage third parties, in which case the client is bound by the general terms and conditions of the third party, in addition to the general terms and conditions of NALA BAKERY, unless the client is a consumer.

The client may not transfer the rights and obligations associated with or arising from the assignment awarded to NALA BAKERY to third parties without NALA BAKERY's written consent.

The client indemnifies NALA BAKERY against all claims from third parties relating to or arising from the assignment awarded to NALA BAKERY.

If a third party, through its actions or omissions, causes damage to the client, a customer of the client, an employee of the client, or other persons involved in the execution of the assignment, that third party will be liable to the client, customer, employee, or other person.

NALA BAKERY reserves the right to temporarily or permanently suspend or discontinue the execution of the assignment without prior notice or notification, whenever this is reasonably possible.

Delivery

NALA BAKERY is not obligated to deliver the manufactured goods in installments.

The place of delivery is the address provided by the client to NALA BAKERY.

The customer is obligated to fully cooperate with the delivery of the goods to be delivered by NALA BAKERY in accordance with the terms of the agreement. The customer is in default, even without being requested to do so, if they fail to accept the goods to be delivered upon NALA BAKERY's first request or, if delivery to the customer's address has been agreed upon, refuses to accept the goods to be delivered.

The customer must carefully inspect the delivered goods immediately upon receipt. Any complaints about the goods, as well as (transport) damage, must be noted on the consignment note or delivery slip upon delivery. If this is not done, the consignment note or delivery slip will serve as conclusive evidence against the customer that the correct quantity and conforming goods have been received and that these goods have been received undamaged.

Any defects in part of the delivered goods do not entitle the customer to refuse the entire consignment of goods.

If the customer has expressly agreed in writing that the customer may return the goods to third parties, this return will always be at the customer's expense and risk. If transport of the goods to be delivered has been agreed, this will be at the customer's expense, unless delivery carriage paid has been agreed. The customer always bears the risk during transport.

Interim Termination and Duration of the Agreement

A fixed-term agreement cannot be terminated prematurely.

A fixed-term agreement concluded with business customers is always automatically extended after the expiry of the period specified in the agreement for the same period, but for at least 12 (twelve) months, unless cancellation is made by registered letter at the end of the (extended) contract period, with a notice period of 1 (one) month.

A fixed-term agreement concluded with consumers can be terminated monthly by registered letter after the expiration of the period specified in the agreement.

An indefinite-term agreement that is not concluded for a fixed period is concluded for an indefinite period and can only be terminated by registered letter with a notice period of 3 (three) months.

If the client terminates the agreement prematurely due to breach of contract, NALA BAKERY is entitled to compensation for the resulting loss of capacity, based on the average monthly invoice amount up to that point. The client is also obligated to indemnify NALA BAKERY against claims from third parties resulting from the cancellation or premature termination of the indefinite-term agreement.

Notwithstanding the provisions of these general terms and conditions, NALA BAKERY reserves the right to demand full performance of the indefinite-term agreement and/or full compensation.

Force Majeure

In these General Terms and Conditions, force majeure includes, in addition to the definition in law and case law, all external causes, foreseeable or unforeseen, beyond NALA BAKERY's control, but which hinder NALA BAKERY in fulfilling its obligations. Force majeure includes, in any case: a strike, excessive absenteeism due to illness, a (temporary) staff shortage, fire, operational and technical disruptions within the office or at external parties engaged by NALA BAKERY, the lack, in our opinion, of sufficient information or the provision of incorrect information, or the lack of sufficient cooperation from the Client.

The Client may not invoke force majeure in the event of:

inability to pay by the Client or its client(s);

changes in legislation and regulations, as well as government decrees and court rulings, insofar as these constitute an obstacle to the Client or cause damage.

If NALA BAKERY is unable to fully fulfill its obligations due to force majeure, either party is entitled to terminate the Agreement in writing for the portion of the agreement that cannot be performed, after written notice of the force majeure from NALA BAKERY and if the period lasts longer than 30 (thirty) days.

In this case of force majeure, the Customer is not entitled to any compensation.

In the event of force majeure, NALA BAKERY reserves the right to demand payment for goods already delivered.

NALA BAKERY is entitled, as soon as the force majeure event occurs, to invoice the Customer for all amounts already owed.

If the Customer terminates the Agreement due to force majeure, the Customer is obligated to pay NALA BAKERY an amount to cover the costs incurred, losses suffered, and lost profits incurred by NALA BAKERY.

Payment

All payments to NALA BAKERY must be made in euros, unless otherwise agreed in writing. If payment is agreed in another currency, the conversion will be made at the exchange rate on the date of payment. The conversion costs and any losses incurred by NALA BAKERY as a result of exchange rate differences are at the customer's expense and risk.

Unless otherwise agreed in writing between the customer and NALA BAKERY, payment of NALA BAKERY's invoices must be made within 14 (fourteen) days of the invoice date.

NALA BAKERY may send its invoices by mail or email.

If the customer disagrees with the invoice amount, they must notify NALA BAKERY in writing within 5 (five) days of the invoice date. After this period, the customer is deemed to have approved the invoice.

Objections to the invoice amount do not suspend the payment obligation.

The customer cannot invoke offset or suspension.

NALA BAKERY is at all times entitled to offset any amount owed to the Client against any amount owed by the Client and/or its affiliated companies to NALA BAKERY, regardless of whether this is due or not.

For long-term or large-scale assignments, NALA BAKERY may request payment in installments.

NALA BAKERY is entitled to suspend the execution of the assignment until the outstanding claims relating to the assignment have been settled.

In the event of non-performance of the agreement, bankruptcy, suspension of payments, placement of the Client under guardianship, or termination or liquidation of its business, and/or if the Client's goods and/or claims are seized, the Client will be deemed to be in default by operation of law.

NALA BAKERY is entitled, in the cases mentioned in the preceding paragraph, to terminate the Agreement or the portion thereof not yet performed, or to suspend its performance, without notice of default or judicial intervention, without prejudice to its right to claim damages from the Customer. Any amounts owed by the Customer under the Agreement are immediately due and payable.

Collection

If the Customer is a Business Customer and has not paid within the payment term specified in these General Terms and Conditions, the Customer is legally in default, and NALA BAKERY, without further notice or notice of default being required, has the right to charge the Customer interest from the due date at a rate of 3 (three) percent per month plus the statutory interest per month on the invoiced amount (whereby a part of a month is considered a full month) until the date of full payment, without prejudice to NALA BAKERY's other rights.

Notwithstanding the provisions of this article, in the case of a Business Customer, NALA BAKERY is entitled, without prior notice of default or judicial intervention, to suspend performance of the agreement and/or to terminate the agreement in whole or in part and to claim an immediately payable penalty of 10 (ten) percent of the total amount owed by the Customer.

If the customer is a consumer and has not paid within the payment term specified in these general terms and conditions, the customer is in default, and NALA BAKERY, after having contacted the customer at least once regarding payment, is entitled to charge statutory interest on the invoiced amount from the due date until the date of full payment, without prejudice to NALA BAKERY's other rights.

All judicial and extrajudicial (collection) costs incurred by NALA BAKERY as a result of the customer's failure to meet the payment obligation are the customer's responsibility.

For business customers, the extrajudicial collection costs amount to at least 15 (fifteen) percent of the amount due, with a minimum of €150.00. For consumers, the extrajudicial collection costs are calculated as stipulated in the Decree on Compensation for Extrajudicial Collection Costs, with a minimum of €40.00.

Any discounts granted or agreed upon automatically expire in the event of non-payment.

If the Customer fails to pay an invoiced amount in full, the mere fact of late payment, without prejudice to any other rights to which NALA BAKERY is entitled, will result, among other things, in all other outstanding claims against the Customer becoming immediately due and payable.

From the moment the Customer fails to (fully) meet its payment obligations under the Agreement or otherwise fails to do so, the Customer is no longer permitted to use the Goods made available, and all (user) licenses granted to the Customer in connection with the Order will expire, unless the Customer's failure is of minor significance in light of the Order as a whole.

All reasonable costs incurred as a result of judicial or extrajudicial collection of the claim will be borne by the Customer.

Payments by the Customer should always be applied first to all interest and costs due, and secondly to the oldest outstanding invoices with NALA BAKERY.

In the event of partial payment, collection will continue until the principal amount, plus costs and any interest, has been paid.

In the case of a jointly placed order, all clients are jointly and severally liable for payment of the invoice amount for the work.

(Intellectual) Property and Retention of Title

Both the ownership and the intellectual property rights of all goods remain with NALA BAKERY at all times, unless otherwise agreed in writing. If otherwise agreed in writing, ownership will only be transferred after all claims owed to NALA BAKERY, including damages, fines, and claims for non-performance of one or more agreements, have been paid in full.

The customer is at all times entitled to edit, modify, or otherwise infringe NALA BAKERY's intellectual property rights without NALA BAKERY's written permission and may only use, offer, sell, and deliver the goods with NALA BAKERY's written permission and under the brand and logo assigned to the goods by NALA BAKERY or its supplier.

The customer is not authorized to sell, pledge, or otherwise encumber the goods delivered under retention of title. The customer is obligated to store the goods delivered under retention of title carefully and in a manner that ensures their individual identifiability.

If third parties seize goods delivered under retention of title or wish to establish or assert rights thereto, the customer is obligated to immediately notify NALA BAKERY in writing.

In the event of seizure of (part of) the goods, (provisional) suspension of payments, or bankruptcy of the customer, the customer will immediately inform the seizing bailiff, trustee, or administrator of NALA BAKERY's (ownership) rights.

If NALA BAKERY wishes to exercise its ownership rights as stated in this article, the customer hereby grants unconditional and irrevocable permission to NALA BAKERY or third parties designated by it to enter all locations where NALA BAKERY's property is located and to repossess the goods (or have them repossessed), at the customer's expense.

If the customer has fulfilled its obligations after NALA BAKERY has delivered the goods in accordance with the Agreement, the right of ownership to these goods will revive if the customer fails to fulfill its obligations under any other Agreement.

Confidentiality

The parties agree to maintain confidentiality of all confidential information they receive about the other party's business. The parties also impose this confidentiality obligation on their employees and any third parties they engage for the performance of the agreement between the parties.

Information is considered confidential unless the information has been designated as non-confidential by one of the parties and/or was already public in some way before either party disclosed the information.

NALA BAKERY is entitled to use the Client's name in statements to third parties, unless the Client indicates in writing that it does not wish this.

The Client indemnifies NALA BAKERY against all damages and/or costs arising from a breach of the obligations set forth in this article.

If the Customer breaches its obligations under this confidentiality provision, it shall owe NALA BAKERY, without notice of default being required, an immediately due penalty of €5,000.00 for each breach, as well as a penalty of €1,000.00 for each day that the breach continues, without prejudice to NALA BAKERY's right to claim full damages plus costs and interest instead, to the extent that the actual damage exceeds the penalty imposed.

Complaints and Right to Complain

Any defects in the delivery of goods or complaints about the work performed by NALA BAKERY must be reported to NALA BAKERY in writing by the customer, under penalty of forfeiture of all claims, immediately upon discovery, but no later than 2 (two) days after delivery. The report must accurately describe the nature and reason for the defect or complaint, as well as when and how the defect or complaint was discovered. The 2 (two) day period does not apply if the customer can demonstrate that it was not reasonably possible to file a complaint within this period.

All costs incurred by NALA BAKERY in connection with an unfounded complaint must be reimbursed to NALA BAKERY by the customer.

The customer is obligated, under penalty of forfeiture of all claims, to make the goods for which a complaint has been filed in a timely manner available to NALA BAKERY for the purpose of determining the defect.

If a complaint is submitted in a timely manner and NALA BAKERY believes the complaint is justified, NALA BAKERY will remedy the shortcomings or defects within a reasonable period. However, the customer remains obligated to pay for the work performed and the goods purchased. Complaints do not suspend the customer's payment obligation.

If further performance of the agreed work is no longer possible or useful, NALA BAKERY is only liable within the limits of the provisions of clauses 16 through 18.

Any right of action against NALA BAKERY expires if:

• The damage and/or defects are not reported to NALA BAKERY within the specified period and/or in the manner specified;
• The customer does not cooperate or insufficiently cooperates with NALA BAKERY in an investigation into the validity of the complaint;
• The customer has used the goods improperly and/or carelessly, or has not handled, stored, or prepared the goods correctly, as prescribed by NALA BAKERY, or has used, handled, stored, or prepared the goods under conditions unsuitable for the goods;
• The goods are put into use after the defects are discovered, or the use of the goods is continued after discovery;
• NALA BAKERY has not been given the opportunity for (counterfactual) expert examination.

NALA BAKERY's performance will in any case be considered satisfactory between the parties if the customer has not filed a complaint within the specified period, has not put the goods into use, processed, or treated them, delivered them to third parties, or has put them into use, processed, or treated them, or has had them delivered to third parties, unless the customer has filed a complaint in a timely manner.

Liability to Consumers

NALA BAKERY is only liable for damage to consumers if this results from a legal obligation to pay compensation.

Liability to Business Customers

NALA BAKERY is only liable to business customers for the non-performance, incorrect performance, or partial incorrect performance of the assignment if and insofar as this is the direct result of intent or deliberate recklessness on the part of NALA BAKERY.

In the event of liability, NALA BAKERY is only liable for direct damage. NALA BAKERY is expressly not liable for consequential damage, indirect damage, loss of profit or turnover, damage resulting from business interruption, fines and compensation owed to third parties, diminished goodwill, or damage caused by assistants and/or third parties engaged by NALA BAKERY in the performance of the Agreement, or for the malfunctioning of equipment, software, data files, registers, or other items used by NALA BAKERY in the performance of the Assignment, whereby none of these forms of liability are excluded.

NALA BAKERY is not liable for the actions of its employees or other persons within its risk area.

If NALA BAKERY is at any time held liable for damages suffered by the Client as a result of an attributable failure by NALA BAKERY to fulfill its obligations under this Agreement, this liability will in all cases be limited to the amount paid out under NALA BAKERY's business liability insurance in the relevant case.

If the insurer does not pay out, NALA BAKERY's liability is limited to the invoiced amount for the work that resulted in the damage, with a maximum of €1,000.00, at least for that part of the assignment to which the liability relates and, excluding costs incurred with third parties, for that specific part of the agreement to which the liability relates. For assignments with a delivery time of more than three months, the liability referred to in this paragraph is limited to the invoice amount excluding VAT for the last three months.

NALA BAKERY is not liable for any advice or recommendations it provides to the customer. The advice, recommendations, and information NALA BAKERY provides are entirely non-binding and without any guarantee.

NALA BAKERY is not liable for claims arising under the Dutch Chain Liability Act.

If NALA BAKERY exercises a right to suspension or termination based on facts and/or circumstances known to it at the time, and it is later irrevocably determined that the exercise of this right was unlawful, NALA BAKERY is not liable and is not obligated to pay any damages.

Any claim against NALA BAKERY, with the exception of claims acknowledged by NALA BAKERY, expires twelve (12) months from the date the claim arose.

General Liability - Applicable to both consumers and business customers

Damage for which NALA BAKERY is liable is only eligible for compensation if the customer has attempted to minimize it as much as possible and has notified NALA BAKERY in writing within two (2) days of the occurrence of the damage, unless the customer can demonstrate that they could not reasonably have reported the damage earlier.

NALA BAKERY is not liable for damage of any nature whatsoever arising from NALA BAKERY's reliance on incorrect or incomplete data or information provided by or on behalf of the Customer.

NALA BAKERY is not liable for problems that arise beyond NALA BAKERY's control.

NALA BAKERY is not liable for actions that the Customer chooses to perform independently under the Agreement, or that are performed by a party other than NALA BAKERY without NALA BAKERY's written permission.

NALA BAKERY is not liable for infringement of patents, licenses, and/or other third-party rights through the use of data provided by or on behalf of the Client.

NALA BAKERY is never liable in the event of force majeure as defined in Article 10 of these General Terms and Conditions.

Any provision regarding limitation of liability in the Agreement or these General Terms and Conditions does not apply:

in the event of intent or deliberate recklessness on the part of the Client or (management) personnel engaged by the Client; or
in the event of infringement of intellectual property rights as referred to in Article 13 of this Agreement.

Security and Privacy

By entering into an agreement, the customer grants NALA BAKERY permission to process their personal data for the purpose of fulfilling the agreement and for NALA BAKERY's administrative and management tasks. This personal data is only accessible to NALA BAKERY and will not be disclosed to third parties, unless NALA BAKERY is legally obligated or authorized to do so by court order.

NALA BAKERY implements appropriate technical and organizational measures to protect personal data against loss or unlawful processing. These measures, taking into account the state of the art and the implementation costs, guarantee an appropriate level of security given the risks associated with the processing and the nature of the data to be protected.

If the customer is a business customer and NALA BAKERY processes personal data on their behalf, NALA BAKERY acts as a data processor within the meaning of the General Data Protection Regulation (GDPR). The client complies with all obligations incumbent upon them as a processor within the meaning of the GDPR for this data processing and indemnifies NALA BAKERY against any action arising from failure to comply with these obligations.

If the client transfers personal data to countries outside the European Union, the client indemnifies NALA BAKERY against all third-party claims based on the assertion that such processing of personal data violates the provisions of the GDPR.

Death of the Client

In the event of the client's death, their rights and obligations pass to their legal successors.

Name Mention and Use of Social Media

NALA BAKERY has the right to mention or remove its name on or near the goods or work. The client may not publish or reproduce NALA BAKERY's name or work in any form without prior written permission.

NALA BAKERY may mention the names of its clients on its website, unless otherwise agreed in writing or the client objects in principle.

If the client comments on NALA BAKERY in or on a publication, website, social media, or other media, the client must adhere to the following NALA BAKERY guidelines:

• Transparency: The client must clearly indicate in their communication whether they are publishing in a personal or professional capacity.
• Respect; If the client publishes on behalf of or about NALA BAKERY, they must obtain prior express written permission from NALA BAKERY.
• Responsibility: The client must ensure responsible use of the information carrier, for example, by not excessively using tracking software, adware, malware, or spyware.
• Professional: The client acts with the understanding that their role as client remains unchanged.
• Certainty: If in doubt, the client should contact NALA BAKERY.
• Awareness: The client must be aware that publications remain searchable indefinitely and to a large audience.

Communication via email and social media

The client agrees that, as part of the execution of the assignment, communication may take place via email and social media.

The client is aware that, due to the limited data protection available online, the confidentiality of information sent by email cannot be guaranteed.

Notification of the General Terms and Conditions

These General Terms and Conditions are effective as of March 1, 2025 (March 1, 2025) and can be found on the NALA BAKERY website: www.nalabakery.com.

These General Terms and Conditions will be made available to the client via the NALA BAKERY website, or – if this is not reasonably possible – will be sent to the client free of charge upon request.

Applicable law

The legal relationship between NALA BAKERY and the client is governed by Dutch law.

In the event of a dispute, this dispute will be submitted to the competent court in the district of Amsterdam, unless mandatory jurisdictional rules prevent this.