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Terms & Conditions

Table of Contents

Article 1. Definitions
Article 2. Identity of Maboba
Article 3. General Provisions
Article 4. The Offer
Article 5. The Agreement
Article 6. Prices
Article 7. Right of Withdrawal
Article 8. Obligations of the Parties in the Event of Withdrawal
Article 9. Termination, Dissolution and Cancellation
Article 10. Liability
Article 11. Force Majeure
Article 12. Warranty
Article 13. Payment and Invoicing
Article 14. Delivery
Article 15. Assignment
Article 16. Complaints Procedure
Article 17. Retention of Title and Transfer of Ownership
Article 18. Intellectual Property
Article 19. Governing Law and Jurisdiction
Article 20. Survival
Article 21. Amendments and Additions

Article 1. Definitions

For the purposes of these Terms and Conditions, the following definitions shall apply:

1.1 Maboba: the company as defined in Article 2 of these Terms and Conditions;
1.2 Consumer: a natural person acting for purposes that are outside their trade, business, craft, or profession;
1.3 Other Party: the party with whom Maboba has entered into an Agreement. This also includes any person negotiating or intending to negotiate such an Agreement with Maboba, as well as their representative(s) or authorized agent(s);
1.4 Party(ies): Maboba and the Other Party, jointly or individually as a contracting party;
1.5 In Writing: by email or in written form;
1.6 Distance Agreement: an Agreement concluded between Maboba and the Consumer within the framework of an organised system for the distance sale of products, services, digital content and/or services, whereby, up to and including the conclusion of the Agreement, exclusive or partial use is made of one or more means of distance communication;
1.7 Cooling-off Period: the period during which the Consumer may exercise the Right of Withdrawal;
1.8 Right of Withdrawal: the Consumer's right to withdraw from the Distance Agreement during the Cooling-off Period;
1.9 Durable Medium: any device, including email, that enables the Consumer or Maboba to store information addressed personally to them in a way that allows future reference for a period appropriate to the purpose for which the information is intended and permits the unchanged reproduction of the stored information;
1.10 Day: a calendar day;
1.11 Means of Distance Communication: any method that can be used to conclude an Agreement without the Consumer and Maboba being physically present together in the same place.

Article 2. Identity of Maboba

Maboba B.V., trading under the name NEGOTIA Leather:

Registered Office:

Kuukven 15
5991 NK Baarlo
The Netherlands

Contact Details:

Email Address: info@negotialeather.com
 Chamber of Commerce (KvK) Number: 84641118
VAT Number: NL863293773B01

Article 3. General Provisions

3.1 These Terms and Conditions apply to every offer made by Maboba, all legal acts performed by Maboba, and every Distance Agreement concluded between Maboba and the Other Party.
3.2 Before a Distance Agreement is concluded, these Terms and Conditions shall be made available to the Other Party. If this is not reasonably possible, Maboba shall, before the Distance Agreement is concluded, indicate how the Terms and Conditions can be inspected and that they will be provided free of charge upon request as soon as reasonably possible.
3.3 If the Distance Agreement is concluded electronically, then, notwithstanding the previous paragraph and before the Distance Agreement is concluded, these Terms and Conditions may be made available electronically in such a way that they can easily be stored by the Other Party on a Durable Medium. If this is not reasonably possible, Maboba shall indicate, before the Agreement is concluded, where the Terms and Conditions can be accessed electronically and that they will be provided electronically or by other means, free of charge, upon request.
3.4 Unless expressly agreed otherwise in Writing, the applicability of any other general terms and conditions is excluded.
3.5 Any deviations from or additions to these Terms and Conditions shall only be valid if expressly agreed upon in Writing.
3.6 If and to the extent that any provision of these Terms and Conditions cannot be relied upon due to the principles of reasonableness and fairness or because it is deemed unreasonably onerous, that provision shall nevertheless be interpreted in a manner that most closely reflects its original purpose and intent, so that it remains enforceable to the greatest extent permitted by law.
3.7 Maboba is entitled to engage third parties in the performance of the Agreement.
3.8 All information and communications published on Maboba's website are subject to typographical and clerical errors.
3.9 Maboba shall process the Other Party's personal data solely in accordance with its Privacy Policy and in compliance with all applicable laws and regulations.

Article 4. The Offer

4.1 Unless expressly stated otherwise, any offer made by Maboba is non-binding and remains valid for a maximum of 14 (fourteen) calendar days from the date of the offer. If an offer is subject to a different validity period or specific conditions, this shall be expressly stated in the offer.
4.2 The offer contains a complete and accurate description of the products and/or services offered. The description is sufficiently detailed to enable the Other Party to make a proper assessment of the offer. Where Maboba uses images, these provide a truthful representation of the products and/or services offered. Leather is a natural material, and slight variations in colour may occur. Obvious errors or mistakes in the offer shall not be binding upon Maboba.
4.3 If the Other Party has accepted the offer electronically, Maboba shall promptly confirm receipt of the acceptance by electronic means.
4.4 Every offer contains such information that the rights and obligations associated with accepting the offer are clear to the Other Party.

Article 5. The Agreement

5.1 Subject to the provisions of paragraph 2, the Agreement is concluded when Maboba accepts the offer and any applicable conditions have been fulfilled.
5.2 Within the limits of applicable law, Maboba may verify whether the Other Party is able to meet its payment obligations, as well as assess all facts and circumstances relevant to responsibly entering into a Distance Agreement. If, based on this assessment, Maboba has reasonable grounds not to enter into the Agreement, it is entitled to refuse an order or request with reasons or to make the execution of the Agreement subject to special conditions.
5.3 Where the Agreement is concluded electronically, Maboba shall take appropriate technical and organisational measures to secure the electronic transfer of data and ensure a secure online environment. Where electronic payment is possible, Maboba shall implement appropriate security measures for such payments.
5.4 If any provision of these Terms and Conditions or of the Agreement is found to be void or is annulled, this shall not affect the validity of the remaining provisions. The Parties shall consult with one another to agree on a replacement provision that reflects, as closely as possible, the purpose and intent of the invalid or annulled provision.
5.5 Agreed delivery periods are always indicative and shall not be regarded as strict deadlines. Exceeding a delivery period shall expressly not entitle the Other Party to claim compensation. Even where a final delivery date has been agreed, Maboba shall only be deemed in default after the Other Party has provided written notice of default, except where mandatory law provides that default arises automatically.
5.6 No later than upon delivery of the products and/or services, Maboba shall provide the Other Party, in writing or in a manner that allows the information to be stored on a Durable Medium, with the following information:

  • the conditions under which and the manner in which the Other Party may exercise the Right of Withdrawal, or a clear statement if the Right of Withdrawal does not apply;
  • information regarding warranties and any available after-sales services;
  • the total price, including all applicable taxes and government charges, together with the method of payment and the arrangements for delivery and/or performance of the Distance Agreement;
  • where applicable, the delivery costs.

5.7 In the case of a continuing performance agreement, the obligation referred to in Article 5.6 shall apply only to the first delivery.

Article 6. Prices

6.1 Unless otherwise agreed, all prices are stated in euros and are inclusive of Value Added Tax (VAT) and any other government-imposed charges applicable in the Netherlands.
6.2 During the validity period stated in the offer, the prices of the products and/or services offered shall not be increased, except where price changes result from changes in VAT rates.
6.3 By way of exception to Article 6.2, Maboba may offer products and/or services whose prices are subject to fluctuations in the financial market over which Maboba has no control. Where applicable, this dependency on market fluctuations and the fact that any stated prices are indicative shall be clearly stated in the offer.
6.4 All prices quoted by Maboba are subject to typographical and calculation errors.
6.5 Discounts and quoted prices shall not automatically apply to future orders.

Article 7. Right of Withdrawal

7.1 The Consumer may withdraw from an Agreement relating to the purchase of a product and/or service within a Cooling-off Period of 100 (one hundred) days without stating any reason. Maboba may ask the Consumer for the reason for withdrawal but may not require the Consumer to provide one.
7.2 The aforementioned period of 100 (one hundred) days shall expire:

  • in the case of an Agreement for the provision of services, on the day the Agreement is concluded. The Right of Withdrawal shall lapse once the performance of the service has commenced, with the Consumer's prior consent, before the end of the Cooling-off Period;
  • in the case of a consumer purchase, on the day the Consumer, or a third party designated by the Consumer other than the carrier, has received the product.

7.3 Where products and/or services offered by Maboba are custom-made specifically for a Consumer, the Right of Withdrawal shall not apply to such customised products and/or services.
7.4 The Right of Withdrawal shall furthermore not apply to:

  • products or services whose price is subject to fluctuations in the financial market over which Maboba has no control and which may occur during the withdrawal period;
  • service agreements after the service has been fully performed, provided that;
  • performance commenced with the Consumer's prior express consent; and
  • the Consumer has acknowledged that they lose their Right of Withdrawal once Maboba has fully performed the Agreement;
  • products and/or services manufactured according to the Consumer's specifications, which are not prefabricated and are produced based on the Consumer's individual choice, decision or specific requirements, or which are clearly intended for a particular person;
  • sealed products that are unsuitable for return due to health protection or hygiene reasons and whose seal has been broken after delivery.

7.5 During the 100 (one hundred) day Cooling-off Period, the Consumer shall handle both the product and its packaging with due care. The Consumer shall only unpack or use the product to the extent necessary to determine whether they wish to keep it.
7.6 Where the Consumer is entitled to exercise the Right of Withdrawal, the Consumer shall be responsible for returning the product. The product must be returned together with all supplied accessories, where reasonably possible in its original condition and packaging, and in accordance with the reasonable and clear instructions provided by Maboba.
7.7 The Consumer bears the risk and burden of proof for the correct and timely exercise of the Right of Withdrawal. Any damage to the returned product may be deducted from the amount to be refunded.
7.8 Where the Consumer exercises the Right of Withdrawal, the product may be returned free of charge, provided that the return shipping method offered by Maboba is used.
7.9 Unless expressly agreed otherwise, the Right of Withdrawal shall not apply where the Other Party is not a Consumer.
7.10 If the Consumer returns the product by a method other than that prescribed by Maboba, the costs of such return shipment shall be borne by the Consumer.
7.11 To exercise the Right of Withdrawal, the Consumer must notify Maboba by means of an unambiguous written statement of their decision to withdraw from the Agreement. This notification must be sent before the expiry of the applicable withdrawal period.

Article 8. Obligations of the Parties in the Event of Withdrawal

Maboba:

8.1 Maboba shall provide reasonable and clear instructions regarding the exercise of the Right of Withdrawal and the applicable conditions and requirements.
8.2 Where Maboba enables the Consumer to notify withdrawal electronically, Maboba shall promptly send an acknowledgement of receipt upon receiving such notification.
8.3 If the Consumer has made a payment, Maboba shall refund the amount as soon as possible and no later than 14 days after the returned product has been received or after withdrawal has been confirmed. Unless Maboba offers to collect the product itself, it may withhold reimbursement until it has received the product or until the Consumer has provided evidence of having returned it, whichever occurs first.
8.4 Maboba shall use the same payment method for the refund as the Consumer used for the original transaction, unless the Consumer agrees to a different method. The refund shall be free of charge to the Consumer.
8.5 If the Consumer has chosen a delivery method that is more expensive than the least expensive standard delivery option, Maboba is not required to reimburse the additional costs associated with the more expensive delivery method.

Consumer:

8.6 During the Cooling-off Period, the Consumer shall handle the product and its packaging with due care. The Consumer shall only unpack or use the product to the extent necessary to establish its nature, characteristics and functioning. The guiding principle is that the Consumer may only handle and inspect the product as they would be permitted to do in a physical retail store.
8.7 The Consumer shall only be liable for any diminished value of the product resulting from handling that exceeds what is permitted under Article 8.6.
8.8 The Consumer shall not be liable for any diminished value of the product if the statutory information concerning the Right of Withdrawal was not provided before or at the time the Agreement was concluded.

Article 9. Termination, Dissolution and Cancellation

9.1 The Agreement shall terminate automatically once both Parties have fulfilled all of their respective obligations under the Agreement.
9.2 By way of exception to Article 9.1, a Continuing Performance Agreement concluded for an indefinite period may be terminated at any time by giving one month's notice. Such Agreements may only be terminated in Writing.
9.3 A Continuing Performance Agreement concluded for a fixed term shall have a maximum duration of 2 (two) years. If it has been agreed that the Distance Agreement may be renewed automatically after this period, the Agreement shall continue as an agreement for an indefinite period, and the notice period following such continuation shall not exceed one month.
9.4 If the Other Party fails to fulfil one or more of its obligations, fails to do so on time or properly, is declared bankrupt, applies for (provisional) suspension of payments or other payment relief, proceeds to liquidate its business, or if all or part of its assets are seized, Maboba shall be entitled, at its sole discretion, to suspend the performance of the Agreement or to terminate and/or dissolve the Agreement in whole or in part by means of a written declaration, without prior notice of default and with full reservation of its right to recover all costs, damages and interest.
9.5 Upon dissolution of the Agreement, all claims of Maboba against the Other Party shall become immediately due and payable.

Article 10. Liability

Where the Other Party is a Consumer:

10.1 Maboba's total liability shall be limited to compensation for damages up to a maximum of the amount payable under the Agreement. Under no circumstances shall the total compensation exceed the amount paid out under Maboba's liability insurance policy.
10.2 If the Agreement is a Continuing Performance Agreement with a duration of more than six months, the amount involved in the Agreement shall be deemed to be the total fees paid (excluding VAT) during the 6 (six) months preceding the event giving rise to the damage.
10.3 Nothing in these Terms and Conditions shall exclude or limit Maboba's liability for damage resulting from its intentional misconduct or wilful recklessness.

Where the Other Party acts in the course of a trade, business or profession:

10.4 Maboba shall not be liable for either direct or indirect damages. This exclusion shall not apply to damage resulting from Maboba's intentional misconduct or wilful recklessness.
10.5 If Maboba is nevertheless held liable for direct damages, its total liability shall be limited to compensation up to the amount payable under the Agreement (excluding VAT). Under no circumstances shall the total compensation exceed the amount paid out under Maboba's liability insurance policy.
10.6 Maboba shall not be liable for indirect damages, including consequential damages, loss of profit, lost savings, corruption or loss of business data, or damages resulting from business interruption.
10.7 If the Agreement is a Continuing Performance Agreement with a duration exceeding 6 (six) months, the amount involved in the Agreement shall be deemed to be the total fees paid (excluding VAT) during the preceding 6 (six) months.
10.8 The Other Party shall indemnify Maboba against any claims brought by third parties who suffer damage in connection with the performance of the Agreement.
10.9 Direct damages shall mean:

  • reasonable costs incurred by the Other Party to ensure Maboba's performance complies with the Agreement, provided that such substitute damages shall not be reimbursed if the Agreement is dissolved by or at the request of the Other Party;
  • reasonable costs incurred in determining the cause and extent of the damage, insofar as such determination relates to damage within the meaning of these Terms and Conditions;
  • reasonable costs incurred to prevent or limit damage, provided that the Other Party demonstrates that such costs have effectively reduced the damage within the meaning of these Terms and Conditions.

General provisions regarding liability:

10.10 Maboba shall only be liable for an attributable failure to perform the Agreement if the Other Party promptly provides Maboba with a proper written notice of default, granting a reasonable period to remedy the failure, and Maboba continues to fail to fulfil its obligations after that period. The notice of default must contain a sufficiently detailed description of the alleged failure to enable Maboba to respond adequately.
10.11 Any entitlement to compensation shall always be conditional upon the Other Party reporting the damage to Maboba in Writing as soon as reasonably possible.
10.12 Maboba shall not be liable for any damage arising from incorrect and/or incomplete information provided by the Other Party.
10.13 Maboba shall not be liable for damage caused by auxiliary persons as referred to in Article 6:76 of the Dutch Civil Code.
10.14 Liability for delays, errors or any damage whatsoever caused by a defective product and/or repairs carried out by Maboba or by a repairer appointed by Maboba is expressly excluded, unless such liability arises under mandatory provisions of law.

Article 11. Force Majeure

11.1 In addition to Article 6:75 of the Dutch Civil Code, any failure by Maboba to perform its obligations towards the Other Party shall not be attributable to Maboba if it results from circumstances beyond Maboba's reasonable control that wholly or partially prevent performance or make performance reasonably impossible. Such circumstances include, but are not limited to, failures by suppliers or other third parties, power outages, computer viruses, extreme weather conditions, fire or the risk of fire, war or imminent threat of war, pandemics, epidemics, quarantines, illness, incapacity for work, strikes, government measures, and the failure of bicycles, vehicles or equipment used for transporting or assembling the products.
11.2 If a situation as referred to in paragraph 1 arises, preventing Maboba from fulfilling its obligations, those obligations shall be suspended for as long as the force majeure situation continues. If the force majeure situation lasts for 30 (thirty) calendar days or if it is evident that it will continue for more than three months, either Party shall be entitled to dissolve the Agreement, in whole or in part, by Written notice, unless the nature or extent of the failure does not justify such termination. In such event, Maboba shall not be liable for any damages whatsoever, even if it derives any benefit from the force majeure situation. Any performance already rendered under the Agreement shall be settled proportionately, without either Party owing anything further to the other.

Article 12. Warranty

12.1 Maboba warrants that the products and/or services comply with the Agreement, the specifications stated in the offer, the reasonable standards of quality and fitness for purpose, and all applicable statutory provisions and government regulations in force at the time the Agreement is concluded.
12.2 If a defect arises within the applicable warranty period, Maboba shall, at its sole discretion, either repair the defective product, replace it, or refund the amount paid by the Consumer. Where the product is repaired by Maboba, the Consumer shall bear the costs of delivering and collecting the product, unless otherwise agreed.
12.3 If Maboba agrees to send a replacement part by post or courier, the defective part must first be returned by the customer. The costs of returning the defective part shall be borne by the Other Party.
12.4 Repair or replacement shall not result in the renewal or extension of the original warranty period.
12.5 No warranty claim or any other agreed warranty provision shall apply if:

  • the product has been used improperly or negligently;
  • the defect concerns normal wear and tear or another cause unrelated to a manufacturing defect;
  • the product has been modified or repaired by anyone other than Maboba or a repairer designated by Maboba;
  • minor deviations from the desired characteristics exist, provided these do not materially affect the value or functionality of the product;
  • one or more trademarks and/or (serial) numbers have been removed or altered.

12.6 Replacement parts used during repairs may consist of either new or refurbished components. Any parts replaced during a repair shall become the property of Maboba.
12.7 These warranty provisions are non-transferable and apply exclusively to products and/or services supplied by Maboba.

Article 13. Payment and Invoicing

13.1 Unless otherwise agreed, any amounts payable by the Consumer must be paid within 14 days after the commencement of the Cooling-off Period or, if no Cooling-off Period applies, within 14 days after the conclusion of the Agreement. In the case of an Agreement for the provision of services, this period commences on the day after the Consumer has received confirmation of the Agreement.
13.2 If the total value of an order exceeds €5,000, Maboba shall be entitled to require an advance payment of up to 50% from the Other Party.
13.3 The Other Party is obliged to notify Maboba immediately of any inaccuracies in the payment details provided or stated.
13.4 The Other Party shall be deemed in default immediately upon expiry of the agreed payment term. Where applicable, Maboba shall send a payment reminder after the due date has passed and shall grant the Other Party a period of 14 days from receipt of the reminder to make payment.
13.5 If payment has still not been received after the payment reminder period has expired, Maboba may proceed with judicial or extrajudicial debt collection. Any reasonable costs incurred in this respect shall be borne by the Other Party. Maboba shall also be entitled to charge statutory interest in the case of a Consumer or statutory commercial interest in the case of any other Other Party, calculated from the agreed payment due date.
13.6 In the event of liquidation, bankruptcy, attachment of assets or suspension of payments of the Other Party, all claims of Maboba against the Other Party shall become immediately due and payable.

Article 14. Delivery

14.1 Maboba shall exercise the utmost care when receiving and processing orders for products and when assessing requests for the provision of services.
14.2 The place of delivery shall be the address provided by the Other Party to Maboba.
14.3 Subject to the provisions of Article 5.5 of these Terms and Conditions, Maboba shall execute accepted orders without undue delay and, in any event, within 30 days unless a longer delivery period has been agreed. If delivery is delayed, or if an order cannot be fulfilled or can only be fulfilled in part, the Other Party shall be informed no later than 1 (one) month after placing the order. In such event, the Consumer shall also be entitled to dissolve the Agreement free of charge.
14.4 If the Agreement is dissolved pursuant to the previous paragraph, Maboba shall refund the amount paid by the Consumer as soon as possible and no later than 30 (thirty) days after dissolution.
14.5 If delivery of an ordered product proves impossible, Maboba shall make reasonable efforts to provide a suitable replacement product. The delivery of a replacement product shall be clearly communicated no later than at the time of delivery. The Right of Withdrawal cannot be excluded in respect of replacement products. In such cases, the return shipping costs shall be borne by Maboba.
14.6 The risk of damage to and/or loss of products shall remain with Maboba until the products have been delivered to the Other Party, unless expressly agreed otherwise.
14.7 Where products are delivered, Maboba shall be entitled to charge delivery costs unless otherwise agreed.
14.8 The Other Party is generally obliged to accept delivery of the products when Maboba delivers or arranges delivery. If the Other Party refuses delivery, is absent at the time of delivery, or fails to provide the information or instructions necessary for delivery, thereby requiring a new delivery attempt, Maboba shall be entitled to arrange such additional delivery at the expense of the Other Party.

Article 15. Assignment

15.1 Rights arising from this Agreement may not be assigned by either Party without the prior Written consent of the other Party. This provision constitutes a clause with proprietary effect within the meaning of Article 3:83 paragraph 2 of the Dutch Civil Code.

Article 16. Complaints Procedure

16.1 Maboba maintains a clearly communicated complaints procedure, which is available on its website, and shall handle complaints in accordance with that procedure.
16.2 The Other Party is obliged to inspect the purchased and/or delivered products at the time of purchase and/or delivery, or as soon as reasonably possible thereafter. The Other Party shall verify whether the quality and quantity of the purchased and/or delivered products correspond to what the Parties have agreed or, at the very least, meet the standards that are customary in normal commercial practice.
16.3 Complaints regarding the performance of the Agreement must be submitted to Maboba within a reasonable period after the defects have been discovered and must be complete and clearly described.
16.4 Complaints submitted to Maboba shall be responded to within 14 (fourteen) days of receipt. If a complaint requires a longer processing period, Maboba shall, within 14 (fourteen) days, send an acknowledgement of receipt together with an indication of when a more detailed response can be expected.
16.5 If a complaint is found to be justified within the applicable period, Maboba shall be entitled, at its discretion, either to repair the product, supply a replacement, or refrain from delivery and refund the relevant portion of the purchase price to the Other Party.
16.6 Minor deviations and/or variations in quality, quantity, dimensions or finish that are customary within the industry shall not constitute grounds for a complaint against Maboba.
16.7 Complaints relating to a specific product shall not affect any other products or parts supplied under the same Agreement.

Article 17. Retention of Title and Transfer of Ownership

17.1 Maboba retains ownership of all products delivered or to be delivered under the Agreement until the Other Party has fulfilled all of its payment obligations towards Maboba. Until such time, Maboba may invoke its retention of title and repossess the products.
17.2 The payment obligations referred to in Article 17.1 include payment of the agreed purchase price for the delivered and yet-to-be-delivered products, together with any claims arising from the Other Party's attributable failure to fulfil its obligations, including compensation for damages, judicial and extrajudicial collection costs, and any applicable interest.
17.3 Products subject to a retention of title may be resold by the Other Party in the ordinary course of its business, provided that the Other Party imposes an equivalent retention of title on its own customers with respect to those products.
17.4 If any agreed advance payments are not made or are not made on time, Maboba shall be entitled to suspend delivery of the products until the agreed payment has been received. In such circumstances, the Other Party shall be deemed to be in creditor's default. Any resulting delay in delivery shall not be attributable to Maboba.
17.5 The Other Party is not entitled to pledge or otherwise encumber products subject to Maboba's retention of title.
17.6 If third parties seize products delivered under Maboba's retention of title or seek to establish or enforce rights over such products, the Other Party shall immediately notify Maboba.
17.7 The Other Party undertakes to adequately insure and keep insured all products delivered under retention of title against fire, explosion, water damage, theft, embezzlement and damage. Upon Maboba's first request, the Other Party shall provide access to the insurance policy and proof of premium payments.
17.8 Risk in the purchased products shall pass from Maboba to the Other Party as soon as the products have been received by the Other Party.

Article 18. Intellectual Property

18.1 The Other Party expressly acknowledges that all intellectual property rights relating to the information, communications and other materials displayed in connection with the products and/or the website are vested in Maboba, its suppliers or other rightful owners.

Article 19. Governing Law and Jurisdiction

19.1 These Terms and Conditions and all Agreements between Maboba and the Other Party shall be governed exclusively by the laws of the Netherlands. The competent Dutch courts shall have exclusive jurisdiction.
19.2 All disputes arising from or relating to the Agreement shall be submitted exclusively to the competent court or, where applicable, the competent Disputes Committee.
19.3 The applicability of the United Nations Convention on Contracts for the International Sale of Goods (CISG) is expressly excluded.
19.4 The Parties shall first endeavour to resolve any disputes through mutual consultation and good faith discussions.
19.5 If one or more provisions of these Terms and Conditions are declared unreasonably onerous in legal proceedings, the remaining provisions shall remain in full force and effect.

Article 20. Survival

20.1 Any provisions of these Terms and Conditions and the Agreement that, by their nature, are intended to survive termination of the Agreement, including but not limited to Article 18 (Intellectual Property), Article 19 (Governing Law and Jurisdiction), Article 10 (Liability), and this Article (Survival), shall remain in full force and effect after termination of the Agreement.

Article 21. Amendments and Additions

21.1 Maboba reserves the right to amend or supplement these Terms and Conditions unilaterally. In such event, Maboba shall notify the Other Party of the amendments or additions in a timely manner.
21.2 Amendments shall also apply to Agreements already concluded, subject to a notice period of 30 (thirty) days following publication of the amendment on Maboba's website or notification by electronic means. Amendments of a minor nature may be implemented at any time.
21.3 A minimum period of 30 (thirty) days shall elapse between the notification and the entry into force of the amended or supplemented Terms and Conditions.
21.4 If an amendment grants Maboba the right to provide performance that materially differs from that originally agreed, the Other Party shall be entitled to reject the amended Terms and Conditions or to dissolve the Agreement.