The partnership Move Lift Act Breathe (hereinafter referred to as MLAB) is registered with the Chamber of Commerce under number 85460249 and is located at Eendrachtlaan 114, 3526 LB in Utrecht.

Article 1 Definitions

1. In these general terms and conditions, the following terms are used in the following meaning, unless expressly stated otherwise.
2. Offer: any offer or quotation to the Member for the provision of Services by MLAB.
3. Services: the Services offered by MLAB, including operating a gym with (sports) activities such as fitness, personal training, group classes, nutritional advice, myogenics treatments, as well as providing workshops in the field of sports and well-being, among others.
4. Participant: the natural person who actually participates in a workshop, masterclass, or other course.
5. Drop-in: the Agreement for the provision of Services entered into in the form of a separate assignment.
6. Member: the natural person who, acting outside the course of a profession or business, has an Agreement with MLAB.
7. Membership: the Agreement entered into by the Member with MLAB for the use of the Services offered by MLAB.
8. Move Lift Act Breathe: the service provider that offers Services to the Member, hereinafter referred to as MLAB.
9. Agreement: any Agreement, Membership, Punch Card, and other obligations between the Member and MLAB, as well as proposals for Services provided by MLAB to the Member that are accepted and executed by MLAB, with these general terms and conditions forming an integral part thereof.
10. Punch Card: the Agreement that entitles the Member to a specified number of Services from MLAB.

Article 2 Applicability

1. These general terms and conditions apply to every Offer from MLAB, every Agreement between MLAB and the Member, and to every service offered by MLAB.
2. Before entering into an Agreement, the Member will be provided with these general terms and conditions. If this is not reasonably possible, MLAB will indicate how the Member can view the general terms and conditions.
3. Deviation from these general terms and conditions is not possible. In exceptional situations, deviations from the general terms and conditions may be agreed upon explicitly and in writing with MLAB.
4. These general terms and conditions also apply to additional, modified, and follow-up orders from the Member.
5. If one or more provisions of these general terms and conditions are partially or entirely void or are nullified, the remaining provisions of these general terms and conditions shall remain in full force, and the void/nullified provision(s) shall be replaced by a provision with the same purport as the original provision.
6. Ambiguities regarding the content, interpretation, or situations not covered by these general terms and conditions shall be assessed and interpreted in accordance with the spirit of these general terms and conditions.
7. The applicability of Articles 7:404 of the Dutch Civil Code and 7:407(2) of the Dutch Civil Code is explicitly excluded.
8. If MLAB has not consistently demanded compliance with these general terms and conditions, it retains the right to demand full or partial compliance with these general terms and conditions.

Article 3: The Offer

1. All offers made by MLAB are non-binding, unless expressly stated otherwise in writing. If the offer is limited or subject to specific conditions, this will be explicitly stated in the offer.
2. The offer includes a description of the offered services. The description is sufficiently specified to enable the member to make a proper assessment of the offer. Any information provided in the offer is indicative and cannot be grounds for any compensation or the termination of the agreement.
3. Offers or quotations do not automatically apply to subsequent orders.

Article 4: Conclusion of the Agreement

1. The agreement is concluded at the moment the member accepts an offer or agreement from MLAB by returning a signed copy (scanned or original) to MLAB or by explicitly and unambiguously agreeing to the offer via email. However, MLAB has the right to refuse an agreement with a (potential) member for a valid reason.
2. MLAB is not bound by an offer if the member could reasonably have expected or understood, or should have understood, that the offer contains an obvious mistake or clerical error. The member cannot derive any rights from such mistake or error.
3. A confirmed agreement can be canceled free of charge up to one month before the start date. If the member cancels the agreement at least 2 weeks before the start, the member is entitled to a refund of 50% of the agreed amount. If the member has not yet paid the full amount, they should consult with MLAB regarding any refund.
4. Any agreement entered into with MLAB or any project assigned to MLAB by the member belongs to the company and not to an individual person associated with MLAB.
5. The right of withdrawal for the member is excluded, unless otherwise agreed.

Article 5: Duration of the Agreement

1. The agreement for the provision of services can be entered into in the form of a drop-in, punch card, or membership.
2. Memberships are entered into for a minimum period of 3 months or for an indefinite period.
3. A membership entered into for 12 months is not cancellable during the term. Unless cancellation is made, the membership will be automatically and tacitly extended for the same duration. Cancellation must be done in writing and one month before the membership expires.
4. A membership entered into for an indefinite period can be canceled monthly with one month’s notice.
5. The agreement between the parties is strictly personal and non-transferable.
6. The member is entitled to suspend the membership in the form of a pause for a minimum duration of 4 weeks and a maximum of 6 months per calendar year unless otherwise agreed. The suspension of a membership must be reported by email to info@mlab.life prior to the pause period. Funds already paid will remain available as credit or can be refunded in consultation with MLAB. It is not possible to cancel a paused subscription.
7. Both the member and MLAB can terminate the agreement based on attributable failure to fulfill the agreement if the other party has been given written notice of default and a reasonable period to fulfill its obligations, and still fails to do so correctly. This also includes the payment and cooperation obligations of the member.
8. MLAB can terminate the agreement at any time if, in the sole discretion of MLAB, there is a compelling reason, including but not limited to the use of prohibited substances, smoking or theft on MLAB’s premises, and violence, (non-)verbal aggression, threat, discrimination, and (sexual) harassment towards MLAB and/or third parties present at MLAB’s premises.

1. The termination of the Agreement does not exempt the member from their payment obligations to the extent that MLAB has already performed work or provided services at the time of termination. The member must fulfill the agreed compensation.
2. Both the member and MLAB can terminate the Agreement, in whole or in part, in writing with immediate effect, without further notice, in the event that either party is in suspension of payment, bankruptcy has been filed, or the respective business ends through liquidation. If a situation as mentioned above occurs, MLAB is never obliged to refund any funds already received and/or provide compensation for damages.

Article 6: Membership

1. Prior to the Membership, the member is required to have an intake interview with MLAB (costing 70 euros), during which the parties will schedule the first lesson, and the member will be informed about the use of the space and equipment. If the member is unfamiliar with the use of the equipment, they are obligated to seek advice and instruction on how to use it. The member is obliged to always follow the instructions and safety regulations.
2. The member is not entitled to a refund of any already paid fees if they do not make use of MLAB’s Services.
3. The member can modify their Membership at any time. This modification can only pertain to the content of the Membership and never to the duration of the agreed Membership period. Changes must be communicated via email (info@mlab.life). Changes communicated in writing will automatically and immediately take effect unless otherwise agreed.
4. If the member reduces their Membership during the term, the change will take effect immediately unless otherwise agreed.

Article 7: Execution of the Service

1. MLAB will make every effort to perform the agreed service with the utmost care, as expected from a good service provider. MLAB guarantees professional and independent service. All services are provided on a best-effort basis, unless explicitly and in writing a specific result has been agreed upon and described in detail.
2. The Agreement under which MLAB provides the services determines the scope and extent of the service. The Agreement will only be executed for the benefit of the member. Third parties cannot derive any rights from the content of the executed services in connection with the Agreement.
3. The information and data provided by the member form the basis on which MLAB offers its services and prices. MLAB has the right to adjust its service and prices if the provided information proves to be incorrect and/or incomplete.
4. During the execution of the services, MLAB is not obligated or required to follow the instructions of the member if it would result in a change to the content or scope of the agreed services. If the instructions lead to additional work for MLAB, the member is obliged to reimburse the additional associated costs based on a new quote.
5. MLAB is authorized to engage third parties at its own discretion for the execution of the services.
6. The execution of the services is based on the information provided by the member. If the information needs to be amended, it may have consequences for any established schedule. MLAB is not liable for any adjustments to the schedule. If the commencement, progress, or completion of the services is delayed because, for example, the member fails to provide all requested information in a timely manner or in the desired format, fails to cooperate adequately, or if any advance payment is not received by MLAB on time, or due to other circumstances that are the responsibility and risk of the member, MLAB is entitled to a reasonable extension of the delivery/completion deadline. Any damages and additional costs resulting from delays caused by the aforementioned reasons are at the expense and risk of the member.

Article 8: Member’s Obligations

1. The Member is obligated to provide all requested information, relevant attachments, related information, and data to MLAB in a timely manner and/or before the commencement of the work, in the desired format, for the proper and efficient execution of the Agreement. Failure to do so may result in MLAB’s inability to achieve complete execution and/or delivery of the relevant documents. The consequences of such a situation are always at the expense and risk of the Member.
2. MLAB is not obligated to verify the accuracy and/or completeness of the information provided to it or to update the Member regarding any changes to the information over time. MLAB is also not responsible for the accuracy and completeness of the information compiled by MLAB for third parties and/or provided to third parties in connection with the Agreement.
3. The Member must always comply with MLAB’s house rules and code of conduct. In the event of non-compliance with MLAB’s house rules and/or misconduct by the Member, MLAB is entitled to terminate the Agreement for just cause. The house rules are made known to the Member upon registration and can be accessed at any time on-site.
4. The Member bears individual responsibility during the use of MLAB’s services. All damages resulting from the Member’s failure to meet the aforementioned obligation are at the expense and risk of the Member. Any (physical) damages resulting from the use of equipment and/or facilities, as well as participation in group classes, are entirely at the Member’s own risk and responsibility.
5. The Member is obliged to ensure that they are dressed appropriately (in sports attire) when using MLAB’s services. In the event of non-compliance, MLAB has the right to address the Member and deny them the use of the facilities until they are appropriately dressed.
6. The Member has an obligation to report (potential) health risks related to exercising. Prior to participating in a (group) class or using MLAB’s equipment, the Member is required to inform MLAB if they have any injuries or are taking medication that may prevent them from participating normally. The Member is solely responsible and liable for not providing this information, or for not doing so in a timely or complete manner.
7. Any (physical) damages resulting from the use of equipment and/or facilities, as well as participation in (group) classes, are entirely at the Member’s own risk and responsibility. The use of MLAB’s facilities is entirely at the Member’s own risk and responsibility. The Member is obligated to always adhere to MLAB’s instructions and safety regulations.
8. The Member must be aware of all rules applicable to their membership and use of MLAB’s facilities.
9. If necessary for the execution of the Agreement, MLAB may request additional information. In the absence of such information, MLAB is entitled to suspend its activities until the information is received, without being obligated to compensate any damages for any reason whatsoever. In the event of changed circumstances, the Member must notify MLAB immediately, or no later than 3 working days after becoming aware of the change.

Article 9: (Nutritional) Advice

1. If instructed to do so, MLAB can provide advice, action plans, designs, reports, schedules, and/or documentation for the purpose of the service. The content of these materials is not binding and is merely advisory in nature, but MLAB will exercise the duty of care required of it. The Member decides on their own responsibility whether to follow the advice.

2. The advice provided by MLAB, in any form, should never be considered medical advice. If the Member perceives the advice as medical advice, they must first consult a qualified specialist.

3. Upon MLAB’s first request, the Member is obligated to evaluate the proposals provided by MLAB. If MLAB’s work is delayed because the Member fails to timely evaluate a proposal made by MLAB, the Member is solely responsible for any resulting consequences, such as delays.

4. The nature of the service means that the results are always dependent on external factors that can influence MLAB’s reports and advice, such as the quality, accuracy, and timely provision of necessary information and data by the Member and their employees. The Member is responsible for the quality, timely, and accurate provision of the required data and information.

5. The Member will inform MLAB in writing prior to the commencement of the work of any circumstances that are or may be relevant, including any specific points and priorities that require attention.

Article 10: Personal Training

1. If agreed upon, MLAB can provide personal training for the Member.

2. The participant must be present at the agreed location on time.

3. A confirmed appointment for personal training can be rescheduled or canceled free of charge up to 24 hours before the start of the training session. If the Member cancels a confirmed appointment within 24 hours, they forfeit their right to the respective training session.

4. The content of the training session offered by MLAB and the advice provided during the training session are not binding and are merely advisory in nature, but MLAB will exercise the duty of care required of it. The training session will be tailored to the Member’s wishes as much as possible.

5. The Member will inform MLAB in writing or orally prior to the commencement of the training session of any circumstances that are or may be relevant, including any specific points and priorities that require attention.

Artikel 11: Group Classes

1. MLAB can provide group classes for the Member and other participants. MLAB is entitled to limit the number of participants.

2. The group classes take place at MLAB’s location. The participant must be present at the designated location on time.

3. If a participant is not present on time for the group class, MLAB has the right to refuse them entry to the class. Unless expressly agreed otherwise, the participant has no right to a refund of any fees already paid or to make up for the missed class using a Class Pass.

4. The group class can be canceled with a refund of any fees (or credits) paid up to 4 hours before the start of the class.

5. Up to 4 hours before the start of the group class, participants are automatically enrolled from the waiting list. Within 4 hours before the class, participants are not automatically enrolled but receive a digital notification to confirm their attendance.

6. The group class will be tailored to the wishes and needs of the respective participant(s) as much as possible.

7. The Member or participant will inform MLAB in writing prior to the commencement of the group class of any circumstances that are or may be relevant, including any specific points and priorities requiring attention. This includes reporting any medical complaints and/or injuries that may limit or impede the participant’s usual participation.

8. MLAB is entitled to cancel or reschedule the group class to another date if there are too few registrations. The decision to reschedule the group class is solely at the discretion of MLAB. The Member or participant will be notified of this as soon as possible. If there are too many registrations, MLAB is entitled to refuse participants who registered last for the group class.

Article 12: Workshops, Masterclasses, and Other Courses

1. The workshop takes place at MLAB’s location. If, due to circumstances, the workshop or masterclass takes place elsewhere, the general terms and conditions still apply to the respective location.

2. The content of the workshop offered by MLAB and the advice provided during the workshop are not binding and are merely advisory in nature, but MLAB will exercise the duty of care required of it. The workshop will be tailored to the wishes of the participant and the needs of the other participants as much as possible.

3. Participants will inform MLAB in writing prior to the commencement of the workshop of any circumstances that are or may be relevant, including any specific points and priorities requiring attention.

4. A confirmed workshop can be canceled free of charge up to 48 hours before the start.

5. MLAB is entitled to cancel or reschedule the workshop to another date if there are too few registrations. The decision to reschedule the workshop is solely at the discretion of MLAB. If the participant is not available on the rescheduled date, the participant is entitled to a proportional refund of any fees already paid or can participate in the workshop on another date. The parties will discuss this matter. If there are too many registrations, MLAB is entitled to conduct the workshop in multiple sessions. If applicable, the participant will be consulted in a timely manner regarding this situation.

Artikel 13: Prices and Payment

1. All prices are generally inclusive of value-added tax (VAT), unless otherwise agreed.

2. MLAB provides its services in accordance with the agreed-upon rate. The costs of the Membership will be invoiced to the Member in advance and on a monthly basis through automatic direct debit. Payment for a Class Pass or Drop-in must be made in advance using the method specified by MLAB.

3. The Member is obliged to fully reimburse the costs of any third parties engaged by MLAB, with the approval of the Member, unless expressly agreed otherwise.

4. MLAB is entitled to increase the current prices and rates annually in accordance with prevailing inflation rates. Other price changes during the Agreement are only possible if expressly stipulated in the Agreement.

5. The Member must pay these costs in full, without set-off or suspension, within the specified payment term as stated on the invoice, to the bank account and details provided by MLAB.

Article 14: Debt Collection Policy

1. If the Member fails to meet their payment obligations and does not fulfill their obligation within the specified payment term of 7 days, the Member will first receive a written reminder with a period of 14 days from the date of the reminder to fulfill the payment obligation. The reminder will also include a statement of the extrajudicial collection costs in the event the Member fails to fulfill their obligations within that period, prior to default.

2. From the date the Member defaults, MLAB will be entitled, without further notice of default, to statutory commercial interest from the first day of default until full payment is made, as well as compensation for extrajudicial collection costs calculated in accordance with Article 6:96 of the Dutch Civil Code, using the scale set out in the Decree on compensation for extrajudicial collection costs of July 1, 2012.

3. If MLAB incurs additional or higher costs that are reasonably necessary, these costs will be eligible for compensation. The Member is also responsible for the full judicial and execution costs incurred.

Article 15: Privacy, Data Processing, and Security

1. MLAB handles the personal data of the Member with care and will only use it in accordance with applicable standards. If requested, MLAB will inform the data subject about this.

2. The Member is responsible for the processing of data processed using MLAB’s services. The Member also warrants that the content of the data is not unlawful and does not infringe on any rights of third parties. In this regard, the Member indemnifies MLAB against any legal claims related to this data or the performance of the Agreement.

3. If MLAB is required to provide information security under the Agreement, this security will meet the agreed-upon specifications and a level of security that, considering the state of the art, the sensitivity of the data, and the associated costs, is not unreasonable.

4. It is prohibited for the Member to take photos and/or images of others in and around the premises. In case of violation, MLAB is entitled to immediately suspend or terminate the Agreement.

Artikel 16: Suspension and Termination

1. MLAB has the right to retain or keep data, databases, and more, which have been received or created by MLAB, if the Member has not (fully) fulfilled their payment obligations. This right remains in force even if there is a justified reason for MLAB to suspend in such cases.

2. MLAB is authorized to suspend the performance of its obligations as soon as the Member is in default with the performance of any obligation arising from the Agreement, including late payment of their invoices. The suspension will be confirmed to the Member in writing immediately.

3. MLAB is not liable for any damages, from any cause whatsoever, resulting from the suspension of its activities.

4. The suspension (and/or termination) does not affect the payment obligations of the Member for work already performed. Furthermore, the Member is obliged to compensate MLAB for any financial loss suffered by MLAB as a result of the Member’s default.

Article 17: Force Majeure

1. MLAB is not liable if it is unable to fulfill its obligations under the Agreement due to a situation of force majeure.

2. Force majeure on the part of MLAB includes, but is not limited to: (i) force majeure on the part of MLAB’s suppliers, (ii) the failure of suppliers prescribed or recommended by the Member or its third parties to fulfill their obligations, (iii) defects in software or any third parties involved in the provision of the service, (iv) government measures, (v) disruptions in electricity, internet, data network, and/or telecommunications facilities, (vi) illness of MLAB’s employees or consultants engaged by MLAB, and (vii) other situations beyond MLAB’s control that temporarily or permanently hinder the performance of its obligations, as determined by MLAB.

3. In the event of force majeure, both Parties have the right to terminate the Agreement in whole or in part. All costs incurred before the termination of the Agreement will be borne by the Member in that case. MLAB is not obligated to compensate the Member for any losses caused by such termination.

Artikel 18: Limitation of Liability

1. MLAB will be considered in breach only if MLAB has expressly promised a specific result in the Agreement and fails to achieve it.

2. If MLAB is in breach attributable to its actions, MLAB is only obligated to pay damages if the Member has notified MLAB of the breach in writing within 14 days of discovery, and MLAB fails to remedy the breach within a reasonable period. The notice of breach must be submitted in writing and provide a sufficiently accurate description and substantiation of the breach for MLAB to respond adequately.

3. If the provision of Services by MLAB leads to MLAB’s liability, such liability is limited to the total amount invoiced under the Agreement (over a maximum period of 12 months preceding the event causing the damage in the case of a Membership), but only with respect to the direct damages suffered by the Member, unless the damage is the result of intentional or grossly negligent actions on the part of MLAB. Direct damages are understood to mean reasonable costs incurred to limit or prevent direct damages, establish the cause of the damage, the direct damage itself, liability, and the method of recovery.

4. MLAB expressly excludes all liability for consequential damages. MLAB is not liable for indirect damages, business interruption, loss of profits, lost savings, damages due to business stagnation, financial losses, delay damages, interest damages, and non-material damages.

5. The Member indemnifies MLAB against all claims by third parties resulting from a defect arising from a service provided by the Member to a third party, which also included Services provided by MLAB unless the Member can demonstrate that the damage was solely caused by MLAB’s service.

6. MLAB is not liable for theft and/or damage to personal belongings on or around the MLAB premises.

7. MLAB is not liable for any injuries, accidents, material damages, and/or physical harm to the Member that may occur during or after the provision of the Services. The use of the Services is at the Member’s own risk and responsibility. MLAB will provide appropriate guidance if necessary or at the request of the Member.

8. Consequences of malfunctions in or of the access system and/or fitness equipment do not entitle the Member to any form of compensation. If the use of the facilities is limited or not possible as a result, the Member should contact MLAB.

9. MLAB is not liable for any advice provided based on incomplete and/or incorrect information provided by the Member.

10. The content of the advice provided by MLAB is not binding and is purely advisory. The Member decides independently and at their own responsibility whether to follow the proposals and advice mentioned by MLAB. All consequences resulting from the implementation of the advice are borne by the Member. MLAB is not obliged to provide any form of refund in such cases.

11. If a third party is engaged by or on behalf of the Member, MLAB is not liable for the actions and advice of the third party, as well as the processing of results (of the provided advice) by the third party in MLAB’s own advice.

12. MLAB does not guarantee the correct and complete transmission of the content of emails sent by or on behalf of MLAB, nor the timely receipt of such emails.

13. All claims by the Member due to MLAB’s breach of contract are extinguished if they are not reported to MLAB in writing and with proper justification within one year after the Member became aware or could reasonably have been aware of the facts on which they base their claims. The liability of MLAB expires one year after the termination of the Agreement between the parties.

Artikel 19: Confidentiality

1. MLAB and the Member undertake to maintain the confidentiality of all confidential information obtained in the course of an assignment. The confidentiality obligation arises from the assignment and should also be assumed when it can reasonably be expected that the information is confidential. The confidentiality obligation does not apply if the information in question is already public/common knowledge, the information is not confidential, and/or the information was not disclosed to MLAB by the Member during the Agreement or obtained by MLAB in any other way.

2. In particular, the confidentiality obligation applies to advice, reports, designs, work methods, and documentation prepared by MLAB regarding the Member’s assignment. The Member is expressly prohibited from sharing the contents of such materials with unauthorized employees or (unauthorized) third parties. MLAB also exercises due diligence in handling all sensitive information provided by the Member.

3. If MLAB is legally obliged, based on a legal provision or a court decision, to disclose confidential information to a party designated by law or the competent court and MLAB cannot invoke a right of non-disclosure, MLAB is not obligated to pay any compensation, and the Member has no grounds for terminating the Agreement.

4. Written consent from MLAB is required for the transfer or dissemination of information to third parties and/or the publication of statements, advice, or productions provided by MLAB to third parties, unless such consent has been expressly agreed upon in advance. The Member will indemnify MLAB against all claims from such third parties resulting from their reliance on information that has been disseminated without MLAB’s written consent.

5. The obligation of confidentiality also applies to third parties engaged by MLAB and the Member.

Artikel 20: Intellectual Property Rights

1. All intellectual property rights and copyrights of MLAB, including but not limited to all reports and advice, solely belong to MLAB and are not transferred to the Member unless expressly agreed otherwise.

2. The Member is prohibited from disclosing and/or reproducing, modifying, or making available to third parties (including for commercial purposes) any documents and software that are subject to MLAB’s intellectual property rights and copyrights without the explicit prior written consent of MLAB. If the Member wishes to make changes to materials delivered by MLAB, MLAB must explicitly approve the proposed changes.

3. The Member is prohibited from using the materials and documents that are subject to MLAB’s intellectual property rights in any way other than as agreed upon in the Agreement.

4. The parties will inform each other and take joint measures in the event of an infringement of intellectual property rights.

Article 21: Indemnification and Accuracy of Information

1. The Member is solely responsible for the accuracy, reliability, and completeness of all data, information, documents, and records, in any form, provided to MLAB in the context of an Agreement, as well as for the data obtained from third parties and provided to MLAB for the execution of the Service.

2. The Member indemnifies MLAB from any liability resulting from non-compliance or untimely compliance with obligations regarding the timely provision of accurate, reliable, and complete data, information, documents, and records.

3. The Member indemnifies MLAB against all claims from third parties arising from the work performed for the Member, including but not limited to intellectual property rights in the data and information provided by the Member that may be used in the execution of the Agreement, and/or the actions or omissions of the Member towards third parties.

4. If the Member provides electronic files, software, or data carriers to MLAB, the Member guarantees that they are free from viruses and defects.

Artikel 22: Complaints

1. If the Member is not satisfied with MLAB’s service or has complaints about the execution of their assignment, the Member is obliged to report these complaints as soon as possible but no later than 7 calendar days after the event that led to the complaint. Complaints can be reported orally or in writing via info@mlab.life with the subject “Complaint.”

2. The complaint must be sufficiently substantiated and/or explained by the Member for MLAB to consider it.

3. MLAB will respond to the complaint substantively as soon as possible but no later than 7 calendar days after receiving the complaint.

4. The parties will attempt to reach a joint solution.

Article 23: Applicable Law

1. Dutch law applies to the legal relationship between MLAB and the Member.

2. MLAB has the right to amend these general terms and conditions and will inform the Member accordingly.

3. In case of translations of these general terms and conditions, the Dutch version prevails.

4. Any disputes arising from or in connection with the Agreement between MLAB and the Member will be settled by the competent court of the Midden-Nederland district, location Utrecht, unless provisions of mandatory law designate another competent court.