c
General Terms and Conditions
Kaleidoscope · Effective: 1 January 2025 · Governing law: Romanian law
General Provisions
1. Identification of the Service Provider
These General Terms and Conditions (hereinafter: GTC) apply to all services provided under the Kaleidoscope brand name. The identifying details of the brand's current operator — company name, registered address, tax number — are stated on the quotation and order confirmation (hereinafter: the "Service Provider"). The GTC remain valid regardless of which legal entity operates the brand at any given time.
By accepting a quotation, confirming an order, or commencing use of the services, the Client expressly accepts these GTC.
2. Service performance and liability
The Service Provider undertakes to perform services with the professional care and diligence reasonably expected, in accordance with agreed conditions and timelines. All obligations are best-efforts obligations — the Service Provider commits to making every reasonable effort without guaranteeing a specific outcome.
The Service Provider cannot be joined as a third party to claims brought by end users (participants, pupils, etc.) against the Client, except where the damage results directly from the Service Provider's gross negligence or wilful misconduct.
3. Force majeure
The Service Provider is not liable for delays or non-performance caused by force majeure — natural disasters, epidemics, administrative orders, strikes, or any other event beyond the reasonable control of the parties. The Service Provider will notify the Client as soon as the force majeure event becomes known.
4. Cancellation and modification
Cancellations must be communicated in writing. The following fees apply, calculated from the planned service delivery date:
| Cancellation timing | Cancellation fee |
|---|---|
| 30 days or more in advance | Forfeiture of deposit (if paid); if no deposit was paid, no fee applies |
| 15–29 days in advance | 25% of the contract value |
| 8–14 days in advance | 50% of the contract value |
| Less than 7 days or on the day of delivery | 100% of the contract value |
If the Service Provider cancels due to force majeure, the Client is entitled to a full refund of any deposit paid, with no further claim to compensation. Any modification to an existing order must be agreed in writing in advance; the Service Provider may invoice additional costs arising from the requested changes.
5. Complaints
Complaints must be submitted in writing to the contact address specified in the quotation within 15 calendar days of service delivery. Complaints submitted after this deadline cannot be considered. Raising a complaint does not suspend the obligation to pay any outstanding invoices.
6. Withholding tax
Some jurisdictions require withholding tax to be deducted from invoice amounts under local law. Any such withholding is the Client's tax obligation towards the relevant authorities and does not reduce the amount owed to the Service Provider. The Service Provider accepts no liability for tax obligations imposed by the legislation of other states; the full invoice amount remains due in its entirety.
7. Governing law
These GTC and all contracts concluded under them are governed by Romanian law (Civil Code, Law no. 72/2013, GEO no. 13/2011, and other applicable legislation). Should any provision be found invalid or unenforceable, this does not affect the validity of the remaining provisions; the invalid provision is replaced by the applicable statutory rule.
B2B Professional clients
For institutions, companies and organisations
Contracting as an individual? The section that applies to you is below: Consumers — B2C
B2B–1. Exclusion of the Client's own terms
The Client expressly waives its own general terms and conditions of purchase, including those issued after these GTC. Any departure from these GTC is only valid if agreed in writing by both parties before the service is delivered.
B2B–2. Payment terms
Invoices are due within 30 calendar days of receipt. Extended payment terms may only be agreed in advance and in writing; terms exceeding 60 days are accepted only where individually documented reasons exist.
Grant-funded or publicly financed orders: Where payment depends on receiving external funding, an alternative due date must be agreed in writing at the time of order confirmation. Without such an agreement, the standard 30-day term applies.
The Service Provider may request a deposit of up to 30% of the order value, particularly for larger programmes. The amount and due date are stated in the quotation.
B2B–3. Late payment
From the day after the due date, late payment interest accrues automatically by operation of law, without any prior notice or formal demand, at the rate: BNR reference rate + 8 percentage points (Law no. 72/2013, GEO no. 13/2011).
At the same time, a flat-rate compensation of EUR 40 becomes automatically due to cover debt recovery costs (Art. 6, Law no. 72/2013). Where actual recovery costs exceed this amount, the Service Provider may claim full reimbursement.
From the 45th day after the due date, the Service Provider may suspend active and future services without prior notice. From the 60th day, it may initiate payment order proceedings (ordonanță de plată) and/or engage a debt collection agency. All recovery costs — including legal fees — are borne by the Client. Partial payments are applied first to interest and recovery costs, then to the principal outstanding.
The parties may modify the above deadlines by prior written agreement. The Client may not extend these deadlines unilaterally.
B2B–4. Dispute resolution
In the event of a dispute, the parties are required to attempt amicable resolution in writing within 15 calendar days of the dispute arising. This obligation does not suspend the accrual of late payment interest or any other payment obligation. If the attempt fails, the dispute is referred to the exclusive jurisdiction of the Cluj Court (Tribunalul Cluj).
For professional clients, this section and the General provisions together constitute the complete contractual terms. If you have any questions, we are happy to help — reach us through the contact form.
B2C Consumers
Provisions applicable to individuals, parents and guardians
Acting on behalf of an institution or organisation? The section that applies to you is above: Professional clients — B2B
B2C–1. Consumer rights
These GTC do not limit or replace the statutory rights consumers hold under applicable Romanian law (Law no. 193/2000, GEO no. 34/2014, and other relevant legislation). Any provision that conflicts with consumer protection rules is unenforceable against individuals acting outside a professional or commercial capacity.
B2C–2. Payment terms
Invoices are due within 30 calendar days of receipt. Longer terms may be agreed in advance and in writing.
Grant-funded or publicly financed orders: Where payment depends on receiving external funding, an alternative due date must be agreed in writing at the time of order confirmation.
B2C–3. Late payment
From the day after the due date, late payment interest accrues automatically by operation of law, without prior notice, at the rate: BNR reference rate + 4 percentage points (GEO no. 13/2011).
From the 45th day, the Service Provider may suspend services without prior notice. From the 60th day, it may initiate debt recovery proceedings; justified recovery costs are borne by the Client.
The parties may modify the above deadlines by prior written agreement. The Client may not extend these deadlines unilaterally.
B2C–4. Dispute resolution
In the event of a dispute, the parties shall attempt amicable resolution in writing within 15 calendar days. Consumer disputes are resolved in accordance with Romanian consumer protection jurisdiction rules; the Client has the right to bring proceedings before the court of their place of residence. As an alternative, the Client may contact the ANPC (National Consumer Protection Authority).
For consumers, this section and the General provisions together constitute the complete contractual terms. If you have any questions, we are happy to help — reach us through the contact form.