Article 1. Definitions
1.1. El Niño: the company El Niño B.V., established in Enschede and registered with the Chamber of Commerce under file number 08140115.
1.2. Client: the natural or legal person who has entered into an agreement with El Niño or to whom El Niño has submitted an offer for this purpose.
1.3. General Terms and Conditions: the provisions of this document.
1.4. Service: the services that El Niño will perform for the Client, as described in the quotation or as agreed upon.
1.5. Materials: all software, designs, documentation, analyses, advice, reports, quotations and other products of the mind related to the Services, as well as preparatory material thereof and the data carriers on which the Materials are located.
1.6. Agreement: the agreement between El Niño and the Client under which El Niño will perform the Service.
1.7 Personal data: personal data as referred to in the privacy law, the General Data Protection Regulation (GDPR).
Article 2. Quote, offer and acceptance2.1. El Niño will prepare an offer in which it indicates what is included in the Service and what amount will be due upon acceptance. Only the description of the Service indicated in the quotation is binding. Adjustment of the description of the Service counts as an amendment to the Agreement.
2.2. An offer is without obligation and valid until 14 days after it has been sent by El Niño, unless stated otherwise in the offer.
2.3. If it appears that information provided by the Client is incorrect, El Niño has the right to adjust the prices accordingly.
2.4. These General Terms and Conditions apply to the Agreement at all times, unless expressly agreed otherwise in writing.
2.5. Provisions or conditions set by the Client that deviate from, or do not appear in, these General Terms and Conditions are only binding on El Niño if and insofar as they have been expressly accepted by El Niño in writing.
2.6. After acceptance, the Agreement may only be changed with mutual consent. For changes to these General Terms and Conditions, see Article 19.
2.7. The Agreement comes into existence at the moment that El Niño receives the notification containing the acceptance of the quotation by the Client.
Article 3. Duration and termination3.1. If the Service extends to the periodic provision of services for a certain period of time, the Agreement is deemed to have been entered into for a minimum period of twelve months, unless otherwise agreed in writing. Unless agreed otherwise in writing, in the absence of a written cancellation in time for a notice period of two months, the Agreement will always be tacitly extended for a period of one year.
3.2. If the Service extends to the development of software or other works, the Agreement is deemed to have been entered into for the duration indicated in the offer or until the works have been developed and accepted. Unless otherwise agreed, the Agreement cannot be terminated prematurely in this situation.
3.3. Terms of delivery specified by El Niño always have an indicative scope, unless it is explicitly stated in writing that it concerns a deadline. El Niño is, even in the case of an agreed deadline, only in default after the Client has given it written notice of default, except for situations that are mandatory by law in which the default takes effect by operation of law.
3.4. If the Client does not fulfill any obligation under the Agreement, El Niño has the right to suspend the performance of all agreements concluded with the Client concerned, without notice of default or judicial intervention being required and without prejudice to El Niño's right to compensation of damage, lost profit and interest, unless the non-performance in question is of minor importance.
Article 4. Performance of the service4.1. After the conclusion of the Agreement, El Niño will perform the Service as soon as possible in accordance with the quotation.
4.2. Insofar as not agreed otherwise in writing, El Niño guarantees that the Service will be performed to the best of its ability with due care and skill.
4.3. If and insofar as the proper execution of the Service requires this, El Niño has the right to have certain activities performed by third parties. El Niño will inform the Client about this in a timely manner. Any additional costs associated with this are for the account of the Client, unless agreed otherwise.
4.4. The Client is obliged to do and refrain from doing anything that is reasonably necessary and desirable to enable the timely and correct performance of the Service. In particular, the Client ensures that all data, which El Niño indicates are necessary or which the Client should reasonably understand are necessary for the performance of the Service, are provided to El Niño in a timely manner.
4.5. If this is part of the Service, El Niño will provide the Client with an administrative user name and password. With this data, the Client has access to an administrative account and management software with which the Client can manage the provision of the Service at its own discretion and manage accounts for individual users and set the possibilities and restrictions for these individual users of the Service, all within the limits indicated in the quotation or other accessible and recognizable location for the Contractor.
4.6. Every action that takes place through the administrative account or an account of an individual user is deemed to be carried out under the responsibility and risk of the Client. In the event of suspected misuse of an account, the Client must report this to El Niño as soon as possible so that it can take measures.
4.7. El Niño has the right to (temporarily) put products and services out of use and/or to limit their use, or not to deliver them or only to a limited extent, if the Client fails to fulfill an obligation towards El Niño with regard to the Agreement. or acts contrary to these terms and conditions.
Article 5. Change of service5.1. All changes to the Service, changed at the request of the Client, caused as a result of the fact that a different implementation is necessary due to any circumstances, will be regarded as extra work when extra costs are involved and, for a certain reliability, less costs as less work. These are invoiced to the Client. If a request from the client leads to more work, El Niño can answer the request, for example if the request would require more capacity.
5.2. If El Niño, due to circumstances unknown to him ten times from the quotation of the confirmation of the Service, has more work to solve than solved, of procedures that are too complicated under circumstances than known to him at the time of entering into the agreement or to be a problem , objection El Niño is liable to charge the suspect extra costs to the Client.
5.3. The condition for the right from the previous paragraph is that El Niño may have several clients about the possible alternative circumstances and additional costs. If the client cannot agree with the additional costs concerned, he has the right to cancel the part of the additional work that has not yet been performed, but without the right to a refund of waived the costs of additional work performed.
Article 6. Prices6.1. All prices are exclusive of turnover tax (19% VAT) and other levies imposed by the government.
6.2. All prices on the El Niño website are subject to programming and typing errors. No liability is accepted for the consequences of such errors insofar as they are not attributable to El Niño.
6.3. If the Agreement is a continuing performance agreement, El Niño is entitled to increase the applied rates at any time. El Niño will inform the Client of rate changes at least 1 (one) month in advance. In the event of a price increase, the Client has the right to terminate the Agreement, with due observance of a notice period of 1 (one) month.
Article 7. Payment terms7.1. El Niño will send an invoice to the Client for the amount owed by the Client. The payment term of this invoice is 15 days after the date of the invoice, unless stated otherwise on the invoice or otherwise agreed in the Agreement.
7.2. Contrary to the previous paragraph, El Niño is not obliged to send an invoice if the Agreement is a continuing performance contract. The Client will pay El Niño the amount due for that period monthly or another agreed term in advance.
7.3. If a Service extends to the development of a specific work and the work is delivered in different phases, payment will be made per phase.
7.4. If the Client does not pay on time, it will be in default by operation of law from 30 days after the payment term, without notice of default being required. If an amount due is not paid within the payment term, the statutory interest will be due on the outstanding invoice amount without further notice of default by El Niño. If the Client is in default, El Niño can immediately suspend the work and dissolve the agreement.
7.5. In the event of late payment, the Client is, in addition to the amount due and the interest accrued thereon, obliged to pay full compensation for both extrajudicial and judicial collection costs, including the costs for lawyers, bailiffs and collection agencies.
7.6. The claim for payment is immediately due and payable in the event that the Client is declared bankrupt, applies for suspension of payments or if the Client's assets are seized in full, the Client dies and furthermore, if it goes into liquidation or is dissolved.
7.7. In the above cases, El Niño furthermore has the right to terminate or suspend the performance of the Agreement or any part thereof that has not yet been performed, without notice of default or judicial intervention, and without the right to compensation for damage for the Client that may arise as a result. Any licenses granted to the Client for the use of El Niño's intellectual property also end therewith.
Article 8. Intellectual property rights8.1. All intellectual property rights to all Materials developed or made available by El Niño in the context of the Service are vested exclusively in El Niño or its licensors.
8.2. The Client will only acquire the rights of use and powers that arise directly from the purport of the Agreement or that are granted in writing, and the Client will not otherwise reproduce or publish the Materials.
8.3. The Client is not permitted to remove or change any indication regarding copyrights, brands, trade names or other intellectual property rights from the Materials, including indications regarding the confidential nature and secrecy of the Materials.
8.4. El Niño is permitted to take technical measures to protect the Materials. If El Niño has secured the Materials by means of technical protection, the Client is not permitted to remove or evade this protection.
8.5. Any use, reproduction or disclosure of the Materials that falls outside the scope of the Agreement or usage rights granted in writing constitutes an infringement of El Niño's intellectual property rights. The Client will pay an immediately due and payable fine of 1,000 euros per infringing act to El Niño, without prejudice to El Niño's right to obtain compensation for its damage caused by the infringement or to take other legal measures in order to end the infringement.
Article 9. Liability9.1. El Niño accepts legal obligations for compensation only insofar as this appears from this article.
9.2. If El Niño imputably fails to comply with the Agreement, El Niño is never obliged to pay more compensation than compensation for the value of the non-performance. Any liability of El Niño for any other form of damage is excluded, including additional compensation in any form whatsoever, compensation for indirect damage or consequential damage or damage due to loss of turnover or profit.
9.3. El Niño is in no way liable for damage due to delays, damage due to loss of data, damage due to exceeding of terms as a result of changed circumstances, damage resulting from the provision of inadequate cooperation, information or Materials by the Client and damage due to information provided by El Niño. or advice the content of which does not expressly form part of the Agreement.
9.4. The maximum amount that will be paid in case of liability under the previous articles is equal to the lower of the following amounts: a) the amount of the price stipulated for that Agreement (excluding VAT), or b) 5,000 euros. If the Agreement is mainly a continuing performance contract with a term of more than six months, the stipulated price will be set at the total of the fees (excluding VAT) stipulated for three months. These maximum amounts will lapse if and insofar as the damage is the result of intent or gross negligence on the part of El Niño.
9.5. The liability of El Niño due to an attributable shortcoming in the fulfillment of the Agreement only arises if the Client immediately and properly declares El Niño in default in writing, stating a reasonable term to remedy the shortcoming, and El Niño is also attributable in the fulfillment after that term. falls short of its obligations. The notice of default must contain as detailed a description as possible of the shortcoming, so that El Niño is able to respond adequately.
9.6. In the event of an unlawful act by El Niño or an employee or subordinate for which it is held legally liable, El Niño is only liable for compensation for damage due to death or physical injury and for other damage, the latter insofar as it has been caused by intent or willful recklessness . Liability for other damage is assumed under Art. 6:170 of the Dutch Civil Code expressly excluded.
9.7. The Client indemnifies El Niño against all third-party claims for liability as a result of a defect in a product or system supplied by the Client to a third party and which also consisted of goods, Materials or results supplied by El Niño, except if and insofar as the Client proves that the damage was caused by those items, Materials or results.
Article 10. Force majeure10.1. None of the parties can be held to fulfill any obligation if a circumstance that is beyond the parties' sphere of risk and that was not or should not have been foreseen when the Agreement was concluded, nullifies any reasonable possibility of fulfillment.
10.2. These circumstances may include, for example: (a) disruptions of the internet or other telecommunication facilities, (b) shortcomings by parties on whom El Niño is dependent in the provision of the Service, (c) defective goods, equipment or Materials of which the Client has use to El Niño, (d) unavailability of one or more personnel (due to illness or otherwise), and (e) government action.
10.3. If a force majeure situation lasts longer than three months, each of the parties has the right to dissolve the agreement in writing. In that case, what has already been performed on the basis of the Agreement will be settled pro rata, without the parties owing each other anything else.
Article 11. Confidentiality11.1. Parties will treat information that they provide to each other before, during or after the performance of the Agreement as confidential if this information is marked as confidential or if the receiving party knows or should reasonably suspect that the information was intended to be confidential. Parties also impose this obligation on their employees as well as on third parties engaged by them for the implementation of the Agreement.
11.2. El Niño will not take cognizance of data that the Client stores and/or distributes via El Niño's systems, unless this is necessary for the proper execution of the Agreement or El Niño is obliged to do so pursuant to a statutory provision or court order. In that case, El Niño will endeavor to limit the knowledge of the data as much as possible, insofar as this is within its power.
11.3. This obligation also continues after termination of the Agreement for whatever reason, and for as long as the disclosing party can reasonably claim the confidential nature of the information.
Article 12. Development of specific works12.1. If the Service is (also) intended to develop websites, corporate identities, logos, images, software, designs, documentation or other specific works, the Parties will specify in writing which works will be developed, which requirements they must meet and how this will be done. will happen. El Niño will carry out the development with care on the basis of the information to be provided by the Client. The Client guarantees the correctness, completeness and consistency of its instructions and data.
12.2. El Niño is entitled, but not obliged, to investigate the correctness, completeness or consistency of the source materials, requirements or specifications made available to it and to suspend the agreed work in the event of any imperfections until the Client has removed the relevant imperfections.
12.3. If source materials provided to El Niño by the Client are protected by any intellectual property right, the Client guarantees at all times that it has all licenses necessary for the provision to and the intended use by El Niño in the context of the Agreement. 12.4. Unless otherwise agreed, El Niño has the right to use images, software and components of third parties, including open source software, in the development of the works. After delivery, the responsibility lies with proper compliance with the relevant third-party licenses when using the developed works at the Client. El Niño will inform the Client about the applicable license conditions.
12.5. The source code of developed software and the technical documentation produced during the development of the software can only be made available to the Client if and insofar as this has been expressly agreed in writing and the Client is entitled to make changes to this software.
12.6. The Client is not permitted to sell, rent, sublicense, alienate or grant limited rights to the developed works or to make them available to a third party in any way or for any purpose whatsoever, not even if the third party in question software is used exclusively for the benefit of the Client, unless otherwise agreed in writing or in the event of and in combination with a sale of the relevant business units or activities of the Client.
Article 13. Delivery and acceptance13.1. If the Service (also) extends to the development of websites, branding, logos, images, software, designs, documentation or other specific works, the service will be provided in several phases, unless the Agreement stipulates otherwise.
13.2. After completion of each phase, the Client must approve or reject the result of that phase. If he fails to do so within the period set for this, this will be regarded as approval. The Client may not base an approval or rejection of the result of a later phase on matters that were approved in an earlier phase.
13.3. If the Client rejects a result in whole or in part, El Niño will endeavor to remove the reason for rejection as quickly as possible. It can do this by revising the result or stating with reasons that the reason does not apply. The Client then has the option of accepting or rejecting the adjustments and/or justifications during the same term as applied for the initial approval or rejection.
13.4. In the case of software development, the Client has 14 days after each phase of development to test the result. The Client will provide a written and detailed report to El Niño regarding bugs or parts that do not meet the specified quotation.
13.5. In case of development of a website, the Client has 14 days after the final phase of development to test the result and to report in writing and in detail to El Niño regarding bugs or non-conformities. If the Client has explicitly or implicitly agreed to the result, the website will be placed online. The Client then has another 14 days to test the website and to report.
13.6. If the Service extends to the development of a website or software system that replaces a website or software already in use at the Client, the Client is obliged to keep what it already uses ready for direct use until at least 6 (six) months after the Client has implicitly or explicitly agreed to the end result of the work.
13.7. The Client is aware that the system may contain bugs and agrees that El Niño is not liable for any form of damage, material or immaterial in nature, that may result from the presence of bugs.
13.8. If the Client continues to reject the result even after a reasonable number of revisions or motivations, El Niño is entitled to dissolve the Agreement. However, El Niño only has this right after it has indicated with a revision or motivation that it will be the last one and the Client has also rejected this revision or motivation.
13.9. If El Niño has indicated that the source materials, requirements or specifications made available to it are not in order, the deadline for delivery of (the phase of) the work will shift in proportion to the period that the Client has not removed the defects alleged by El Niño.
Article 14. Installation and maintenance of software14.1. If the Service (also) extends to the installation, configuration and/or maintenance of software, El Niño will install and configure the software on hardware and networks to be designated by the Client. The Client is obliged to do all that is reasonably necessary and desirable to enable the timely and correct installation and operation of the software. In particular, the Client ensures that all data, which El Niño indicates are necessary or which the Client should reasonably understand are necessary for the delivery of the software, are provided to El Niño in a timely manner.
14.2. At the request of El Niño employees and auxiliary persons of El Niño, the client will provide all necessary access to the computer systems concerned to enable installation, configuration, maintenance and adjustments of the software. Physical access to these systems will only take place if this is necessary, and only after prior consultation with the Client.
14.3. The choice, purchase and management of the hardware and networks to be used is the sole and full responsibility of the Client. El Niño will provide clues as to the desired configuration. If the designated hardware and networks do not meet El Niño's requirements, El Niño is entitled to refuse installation or configuration.
14.4. If licenses from third parties are necessary for the use of the software, the Client will purchase these licenses and ensure that the stipulations contained therein are strictly observed. The client indemnifies El Niño against claims from third parties regarding the installation and maintenance of the software.
14.5. Only if this is part of the Agreement will El Niño make efforts to modify the software from time to time to improve functionality and to correct errors. In the event of new functionality or changes that can substantially change the functioning of the software, El Niño will consult with the Client in advance.
14.6. Only if this is part of the Agreement will El Niño make an effort to keep the software up-to-date. However, El Niño is in many cases dependent on its supplier(s) and third parties. El Niño is entitled not to install certain updates or patches if, in its opinion, this does not benefit the correct functioning of the software or is not in the interest of the Service.
14.7. El Niño will make every effort to add changes and new functionality to the software requested by the Client, but El Niño is always entitled to refuse such a request if, in its opinion, this is not feasible or may impede the proper functioning or availability of the software. . Article 13 applies mutatis mutandis to such changes and new functionality.
14.8. If the Client wishes to independently implement a change to the software, this will be done entirely at the Client's own risk and responsibility. El Niño then no longer has to make an effort to fix bugs or provide other support. All this unless the Client has reported the desired change to El Niño in advance and El Niño has approved this in writing. El Niño may attach conditions to this approval.
Article 15. Availability of the service15.1. If the Service is (also) provided via networks and/or other equipment of El Niño, El Niño will make every effort to realize uninterrupted availability thereof and to realize access to data stored by El Niño.
15.2. El Niño offers no guarantees about uninterrupted availability unless agreed otherwise in the quotation by means of a Service Level Agreement designated as such. Insofar as not stipulated otherwise in such a Service Level Agreement, the provisions of this article apply to availability.
15.3. El Niño is obliged to make backups of data stored by the Client on systems of El Niño. Any backups made can be destroyed at any time after termination of the Agreement. It is the Client's responsibility to request a backup upon termination or dissolution.
15.4. El Niño will make every effort to ensure that the Client can use the networks that are directly or indirectly connected to El Niño's network. However, El Niño cannot guarantee that these networks will be available at any given time. The use of third-party networks may be subject to legal and contractual conditions. El Niño will endeavor to inform the Client about this in a timely manner.
15.5. If, in the opinion of El Niño, a danger arises for the functioning of the computer systems or the network of El Niño or third parties and/or the services via a network, in particular due to excessive sending of e-mail or other data, poorly secured systems or activities of viruses, Trojans and similar software, El Niño is entitled to take all measures it reasonably deems necessary to avert or prevent this danger.
Article 16. Hosting and related services16.1. If the Service (also) serves to provide services regarding the storage and/or transfer of material supplied by the Client to third parties, such as in the case of web hosting or e-mail services, the provisions of this article also apply.
16.2. The Client shall refrain from storing and/or distributing (or causing to be) distributed material in violation of provisions of Dutch law, including in any case, but not limited to, material that
a) is defamatory, defamatory, abusive, racist, discriminatory or hate speech, b) is erotic or pornographic, unless explicitly permitted in the offer, c) infringes the rights of third parties, including but not limited to copyrights, trademark rights and portrait rights, d) constitutes a violation of the privacy of third parties, including in any case but not limited to the distribution of personal data of third parties without permission or necessity or the repeated harassment of third parties with unwanted communications by them, e) contains hyperlinks, torrents or similar information that the Client knows or should know refers to material that infringes the rights of third parties, f) contains unsolicited commercial, charitable or idealistic communications, or g) contains malicious content such as viruses or spyware. 16.3. The Client shall refrain from hindering other clients or internet users or causing damage to the servers. The Client is prohibited from starting processes or programs, whether or not via the server, of which the Client knows or can reasonably suspect that this will hinder or damage El Niño, other Clients or internet users. If the Client acts contrary to this prohibition, El Niño is entitled to immediately make the website(s) of the Client temporarily inaccessible. When El Niño takes such measures, it will inform the Client of this, stating reasons.
16.4. When suddenly abundant visits to the website of the Client put a load on El Niño's servers to such an extent that the hosting for other clients is endangered, El Niño is entitled to immediately make the website(s) of the Client temporarily inaccessible. If El Niño takes such measures, it will inform the Client of this, stating reasons. The website will be put back online as soon as possible after there is no longer any danger to the hosting for other clients.
16.5. The Client indemnifies El Niño against all legal claims with regard to the data, information, website(s) and the like stored by the Client.
16.6. Without El Niño's permission, the Client is prohibited from transferring the user name or user names and password or passwords provided by El Niño to third parties.
16.7. In addition to the obligations under the law, damage caused by incompetence or failure to act in accordance with the above points is for the account of the Client.
16.8. El Niño can set a maximum on the amount of storage space or data traffic per month that the Client may use in the context of the Service. If this maximum is exceeded, El Niño is authorized to charge an additional amount, in accordance with the amounts for additional data traffic stated in the quotation. There is no liability for the consequences of not being able to send, receive, store or change data if an agreed limit for storage space or data traffic has been reached.
16.9. Client hereby grants El Niño an unrestricted license to distribute, store, transmit or copy all Materials supplied by Client to El Niño's systems in any manner deemed appropriate by El Niño, but only to the extent reasonably necessary. for the purposes of El Niño's compliance with the Agreement.
Article 17. Domain names and IP addresses17.1. If the Service is (partly) intended for El Niño to mediate for the Client in obtaining a domain name and/or IP address, the provisions of this article also apply.
17.2. The application, allocation and possible use of a domain name and/or IP address depend on and are subject to the applicable rules and procedures of the relevant registering authorities, including the Stichting Internet Domeinregistratie Nederland. The relevant authority decides on the allocation of a domain name and/or IP address. El Niño only plays a mediating role in the application and does not guarantee that an application will also be honored.
17.3. The Client can only learn the fact of registration from El Niño's confirmation letter, which states that the requested domain name has been registered. An invoice for registration costs is not a confirmation of registration.
17.4. The Client indemnifies and holds El Niño harmless against all damage related to (the use of) a domain name on behalf of or by the Client.
17.5. El Niño is not liable for the loss by the Client of its right(s) to a domain name or for the fact that the domain name is requested and/or obtained by a third party in the meantime, except in the event of intent or deliberate recklessness on the part of El Niño.
17.6. If El Niño registers a domain name in its name on behalf of the Client, El Niño will cooperate with requests from the Client to move, transfer or cancel this domain name.
17.7. The Client must comply with the rules set by registering authorities for the application, allocation or use of a domain name.
17.8. El Niño has the right to make the domain name inaccessible or unusable, or to place it in its own name if the Client demonstrably fails to comply with the Agreement, but only for the duration that the Client is in default and only after a reasonable period of time for compliance has been given in a written notice of default.
17.9. In the event of dissolution of the Agreement due to non-performance by the Client, El Niño is entitled to terminate the Domain Name with due observance of a notice period of 1 (one) month.
Article 18. Privacy18.1 El Niño will, upon request and without delay, inform the Client about the way in which El Niño fulfills its obligations under the Personal Data Protection Act and/or other applicable (European) legislation in the field of the protection of the privacy of data subjects, more in particular with regard to the processing of Personal Data in the Services.
18.2 El Niño will not process any Personal Data other than for the purpose of the Agreement.
18.3 El Niño will not share Personal Data with third parties, unless the Client has obtained permission from the Client or is required to do so by law.
18.4 The Client provides – passively or otherwise – to El Niño Personal Data and these are processed by El Niño. To this end, the Parties will conclude a separate processor agreement, which will be provided by El Niño. In the processor agreement, the Client will be regarded as "responsible" and El Niño as "processor" within the meaning of the Personal Data Protection Act.
Article 19. Amendments terms & conditions19.1. El Niño reserves the right to change or supplement these terms and conditions.
19.2. Changes also apply to agreements already concluded, with due observance of a period of 30 days after the announcement of the change on the El Niño website or by electronic notification. Changes of minor importance can be made at any time.
19.3. If the Client does not wish to accept a change in these terms and conditions, it can terminate the agreement until the date on which the new terms and conditions come into effect, or on the date of receipt of the cancellation if this date is after the effective date of the change.
Article 20. Final provisions20.1. Dutch law applies to this agreement.
20.2. Insofar as not dictated otherwise by mandatory law, all disputes that may arise as a result of this agreement will be submitted to the competent Dutch court for the district in which El Niño is located. 20.3. If any provision of this agreement proves to be null and void, this will not affect the validity of the entire agreement. In that case, the parties will adopt (a) new provision(s) as a replacement, which will give shape to the intention of the original Agreement and General Terms and Conditions as far as legally possible.
20.4. Information and announcements on the El Niño website are subject to programming and typing errors. In the event of any inconsistency between the website and the Agreement, the Agreement will prevail.
20.5. In these terms and conditions, “in writing” also includes e-mail and communication by fax, provided that the identity and integrity of the e-mail is sufficiently established.
20.6. The version of any communication received or stored by El Niño is considered authentic, unless the Client provides evidence to the contrary.
20.7. The parties will always inform each other immediately in writing of any changes in name, postal address, e-mail address, telephone number and, if requested, bank or giro number.
20.8. Each Party is only entitled to transfer its rights and obligations under the Agreement to a third party with the prior written consent of the other Party.