Terms and Conditions

The information has been compiled with the greatest care.

Terluin Webdesign, rejects all liability for imperfections, inaccuracies and the consequences thereof.

Identity of the entrepreneur

Terluin Webdesign VOF;

Email: info@terluinwebdesign.nl

Phone number: 06-24810395

Business address: Professor van der Waalsstraat 3H, 1821 BT Alkmaar

(We do not have a visiting address, and we do not have a physical store!)

CoC-numbers: 72260254

Vat Identification Number: NL859050361B01

If the activity of the entrepreneur is subject to a relevant licensing system: the details of the supervisory authority:

If the entrepreneur practices a regulated profession:

  • the professional association or organization with which he is affiliated;
  • the professional title, the place in the EU or the European Economic Area where it is awarded;
  • a reference to the professional rules that apply in the Netherlands and instructions where and how these professional rules are accessible.

Definitions

  1. Designer: Terluin Webdesign
  2. Entrepreneur: Terluin Webdesign, de natuurlijke of rechtspersoon die producten en/of diensten op afstand aan consumenten aanbiedt;
  3. Fee: financiële vergoeding door de cliënt voor de dienstverlening.

Agreement, quotation and confirmation

1.1 These general terms and conditions apply to all quotations and the formation, content and performance of all agreements concluded between the client and the contractor (hereinafter: designer). Deviations from these General Terms and Conditions can only be agreed in writing between the client and the designer.

1.2 Offers are without obligation and are valid for 2 months. Quotations can undergo changes due to an unforeseen change in the work. Prices are exclusive of VAT. Mentioned rates and offers do not automatically apply to future assignments. The client guarantees the correctness and completeness of the information provided by or on behalf of it to the designer on which the designer bases the quotation.

1.3 Assignments are confirmed in writing by the client. If the client fails to do so, but nevertheless agrees that the designer will start carrying out the assignment, the content of the quotation will be deemed to have been agreed and these General Terms and Conditions will apply. Further verbal agreements and stipulations are only binding for the designer after they have been confirmed in writing by the designer.

2 The performance of the agreement 2.1 The designer makes every effort to carry out the assignment carefully and independently, to represent the interests of the client to the best of his knowledge and to strive for a result that is useful for the client, such as a reasonable and acting designer can and may be expected. Insofar as necessary, the designer will keep the client informed of the progress of the work.

2.2 The client does everything that is reasonably necessary or desirable to enable a timely and correct delivery by the designer, such as the timely delivery of complete, sound and clear data or materials, of which the designer indicates or of which the client understands or should reasonably understand that these are necessary for the performance of the agreement.

2.3 A term stated by the designer for the execution of the assignment is indicative, unless otherwise agreed in writing.

2.4 Unless otherwise agreed, the designer's assignment does not include: a. Performing tests, applying for permits and assessing whether instructions from the client meet legal or quality standards; b. conducting research into the existence of rights, including patent rights, trademark rights, drawing or design rights, copyrights or portrait rights of third parties; c. conducting research into the possibility of the conditions referred to in sub b. possible forms of protection referred to for the client.

2.5 Before proceeding with execution, production, reproduction or publication, the parties give each other the opportunity to check and approve the latest models, prototypes or proofs of the result. Deviations in the (final) result compared to what has been agreed are no reason for rejection, discount, compensation or dissolution of the agreement, if these deviations, taking all circumstances into account, are reasonably of minor importance.

2.6 Complaints will be communicated to the designer in writing as soon as possible, but in any case within ten working days after completion of the assignment, failing which the client will be deemed to have fully accepted the result of the assignment.

3 Engaging third parties 3.1 Unless otherwise agreed, assignments are given to third parties in the context of the performance of the assignment, by or on behalf of the client. At the request of the client, the designer can act as an agent at the expense and risk of the client. The parties can agree on a further payment for this.

3.2 If the designer draws up a budget for the costs of third parties at the request of the client, this budget is indicative. If desired, the designer can request quotes on behalf of the client.

3.3 If, in the performance of the assignment, the designer obtains goods or services from third parties at his own expense and risk according to express agreement, after which these goods or services are passed on to the client, then the provisions of the general terms and conditions of and / or separate agreements apply. with the supplier with regard to the warranty and liability also towards the client.

3.4 If the designer, whether or not in the name of the client, provides assignments or directions to production companies or other third parties, the client will confirm in writing the approval referred to in Article 2.5 of these General Terms and Conditions at the request of the designer.

3.5 The client does not engage third parties without consultation with the designer if this may affect the execution of the assignment as agreed with the designer. Where appropriate, the parties will consult which other contractors will be engaged and which activities will be assigned to them.

3.6 The designer is not liable for errors or defects in products or services of third parties engaged by or on behalf of the client, regardless of whether these have been introduced by the designer. The client must address these parties himself. The designer can provide assistance with this if required.

4 Intellectual property rights and property rights 4.1 All intellectual property rights arising from the assignment - including patent right, trademark right, drawing or design right and copyright - on the results of the assignment belong to the designer. Insofar as such a right can only be obtained through a deposit or registration, the designer is exclusively authorized to do so, unless otherwise agreed. 4.2 The parties can agree that the rights referred to in the first paragraph are transferred in whole or in part to the client. This transfer and any conditions under which the transfer takes place are always recorded in writing. Until the moment of transfer, a right of use is granted as regulated in article 5 of these General Terms and Conditions.

4.3 The designer has the right at all times to mention or remove his / her name on, at or in publicity around the result of the assignment - in the manner usual for that result. The client is not permitted without the prior consent of the designer to publish or reproduce the result without stating the name of the designer.

4.4 Unless otherwise agreed, the (originals of the) results (such as designs, design sketches, concepts, advice, reports, budgets, estimates, specifications, working drawings, illustrations, photos, prototypes) , models, molds, prototypes, (partial) products, films, (audio and video) presentations, source codes and other materials or (electronic) files, etc.) are the property of the designer, regardless of whether these are available to the client or third parties posed.

4.5 After completion of the assignment, neither the client nor the designer have an obligation towards each other with regard to the materials and data used, unless otherwise agreed.

5 Use of the result 5.1 When the client fully complies with his obligations under the agreement with the designer, he obtains the right to use the result of the assignment in accordance with the agreed destination. If no agreements have been made about the destination, the right of use is limited to that use for which the assignment has (apparently) been given. The right to use is exclusive, unless the nature of the agreement dictates otherwise or otherwise agreed.

5.2 If the result also relates to works that are subject to third-party rights, the parties will make additional agreements on how the use of these works will be arranged.

5.3 Without written permission, the Client does not have the right to adjust the result of the assignment, to (re) use or execute it in a broader or different manner than agreed, or to have this done by third parties. The designer can attach conditions to this permission, including the payment of fair compensation.

5.4 In the event of non-agreed broader or different use, including modification, mutilation or damage to the provisional or final result, the designer is entitled to compensation for infringement of his / her rights of at least three times the agreed fee, or at least a compensation that is in reasonableness and fairness in proportion to the infringement committed, without losing any other right.

5.5 The client is no longer permitted to use the results made available and any right to use granted to the client in the context of the assignment will lapse, unless the consequences thereof are contrary to reasonableness and fairness: a. from the moment that the client does not or not fully fulfill his (payment) obligations under the agreement or is otherwise in default; b. if the assignment is terminated prematurely for reasons stated in Article 8.1 of these General Terms and Conditions; c. in the event of bankruptcy of the client, unless the relevant rights have been transferred to the client in accordance with Article 4.2 of these General Terms and Conditions.

5.6 With due observance of the interests of the client, the designer has the freedom to use the results for his own publicity, acquisition of assignments, promotion, including competitions and exhibitions, etc., and to obtain these on loan when it concerns physical results. goes.

6 Fee and costs 6.1 The designer is entitled to a fee for the execution of the assignment. This may consist of an hourly rate, a consultancy fee, a fixed amount, whether or not related to the project sum or any other fee to be agreed between the parties.

6.2 In addition to the agreed fee, the costs incurred by the designer for the execution of the assignment, such as desk, travel and accommodation costs, costs for prints, copies, (printing) proofs, prototypes, and costs of third parties for advice, production. and guidance, etc., eligible for reimbursement. These costs are specified in advance as much as possible, except when a surcharge percentage is agreed.

6.3 If the designer is forced to perform more or other work due to the late or non-delivery of complete, sound and clear data / materials, due to an amended or incorrect assignment or briefing, or due to external circumstances, then these activities will be honored separately. , based on the usual fee rates applied by the designer. The designer will inform the client about this in advance, unless this is not possible due to circumstances or the nature of the work does not allow postponement.

6.4 If the execution of the assignment is delayed or interrupted due to circumstances that cannot be attributed to the designer, the client is obliged to reimburse any costs that this entails. The designer will try to limit the costs as much as possible.

7 Payment and suspension 7.1 All payments must be made without deduction, settlement or suspension, within 30 days after the invoice date, unless otherwise agreed in writing or the invoice states otherwise.

7.2 All goods delivered to the client remain the property of the designer until all amounts that the client owes the designer on the basis of the agreement concluded between the parties have been paid in full to the designer.

7.3 If the client is in default with full or partial payment of the amounts due, the client owes statutory interest and extrajudicial collection costs, which amount to at least 10% of the invoice amount with a minimum of € 50 excluding VAT.

7.4 The designer ensures timely invoicing. In consultation with the client, the designer may charge the agreed fee and costs as an advance, in the interim or periodically.

7.5 The designer may suspend the execution of the assignment after the payment term has expired and the client, after being reminded in writing, fails to pay within 14 days, or if the designer must understand that payment due to a communication or action by the client will be omitted.

8 Termination and dissolution of the agreement 8.1 If the client terminates the agreement without culpable shortcomings by the designer, or if the designer terminates the agreement due to an attributable shortcoming in the performance of the agreement by the client, then the client is , in addition to the fee and the costs incurred with regard to the work performed up to that point, a compensation is due. Behavior of the client on the basis of which the designer can no longer reasonably be expected to complete the assignment are in this context also regarded as an attributable shortcoming.

8.2 The compensation referred to in the previous paragraph includes at least the costs arising from the commitments entered into by the designer in his own name with third parties for the fulfillment of the assignment, as well as at least 30% of the remaining part of the fee that the client will pay in the event of full fulfillment of the contract. the order would be due.

8.3 Both the designer and the client have the right to immediately dissolve the agreement in whole or in part, and all amounts due become immediately due and payable when a petition for bankruptcy, (provisional) moratorium or debt rescheduling is submitted with regard to the other party.

8.4 If the work of the designer consists of the repetitive performance of similar work, then this is a continuing performance agreement, unless otherwise agreed in writing. This agreement can only be terminated by written notice with due observance of a reasonable notice period of at least three months, during which period the client will continue to purchase the usual amount of work from the designer, or will compensate financially.

9 Guarantees and indemnities 9.1 The designer guarantees that the delivered work has been designed by or on behalf of him / her and that, if the result is copyrighted, he / she is regarded as the creator within the meaning of the Copyright Act and as the copyright holder can dispose of the work. . The Designer guarantees that the result of the assignment at the time of its realization, insofar as he / she knows or should reasonably know, does not infringe the rights of third parties or is otherwise unlawful.

9.2 When the client uses the results of the assignment, the client indemnifies the designer or third parties engaged by the designer in the assignment against all third-party claims arising from the applications or the use of the result of the assignment. This does not affect the liability of the designer towards the client for non-compliance with the guarantees as referred to in the previous paragraph and other liability as referred to in article 10 of these General Terms and Conditions.

9.3 The client indemnifies the designer against claims with regard to intellectual property rights on all materials and / or data provided by the client that are used in the execution of the assignment.

10 Liability 10.1 In the event of an attributable shortcoming, the Designer must first be given written notice of default, with a reasonable period in which to still fulfill his / her obligations, or to correct any errors or to limit or eliminate damage.

10.2 The Designer is only liable to the Client for direct damage attributable to the Designer. Liability of the designer for indirect damage, including consequential damage, lost profit, lost savings, mutilated or lost data or materials, or damage due to business interruption, is excluded.

10.3 Except in the case of intent or deliberate recklessness on the part of the designer, the liability of the designer is limited to the fee of the designer for the assignment, at least that part of the assignment to which the liability relates. In any case, this amount is at all times limited to a maximum of the amount that the insurer pays out to the designer in the appropriate case. The amount for which the designer is liable in such a case is reduced by any sums insured by the client.

10.4 Terluin Webdesign is not responsible for any illegal practices of a product / service delivered by Terluin Webdesign.

10.5 Terluin Webdesign is not liable for down time of a product / service delivered by Terluin Webdesign. (down time = no visual visibility on the internet due to problems at the host.)

10.6

Terluin Webdesign is not liable for e-mail traffic that runs through the customer's site, Terluin Webdesign advises hosting and closes this for a system with cms, otherwise the customer closes this himself, the e-mail traffic runs through system of the host and Terluin Webdesign is not liable for this, but offers help in solving this.

10.7 Terluin Webdesign is not liable for activities on the external web server regarding web space, via a cms system supplied by Terluin Webdesign, but other systems used by the customer can also fill up the web space, the customer is responsible for the externally rented web space and website traffic. on this. Due to the web space or data traffic becoming full, e-mail traffic or website visits may or may not be stagnated. The web hosting and the chosen package is placed with a hosting company. Terluin Webdesign is not responsible for this, but offers help in solving this.

10.8 Terluin Webdesign builds a new website in accordance with browser compatibility at that time, browsers change and can thus influence the functionality, Terluin Webdesign is not liable for this.

10.9 Any liability expires after two years from the moment the assignment is terminated by completion, cancellation or dissolution.

11 Other provisions 11.1 If the client wishes to give the same assignment to others than the designer at the same time or has already given the assignment to another person, he will inform the contractor of this, stating the names of these others.

11.2 The client is not permitted to transfer any right from an agreement concluded with the designer to third parties, other than in the event of transfer of his entire company or with the written consent of the designer.

11.3 The parties are obliged to observe confidentiality with regard to all confidential information, facts and circumstances that come to the knowledge of the other party in the context of the assignment, from each other or from another source, of which it can reasonably be understood that disclosure or communication to third parties will designer or client could cause damage. Third parties involved in the execution of the assignment will be bound by the same confidential treatment with regard to these facts and circumstances originating from the other party.

11.4 If any provision of these General Terms and Conditions is invalid or is nullified, the other provisions of these General Terms and Conditions will remain in full force. In that case, the parties will enter into consultations with the aim of agreeing new provisions to replace the void or voided provisions, whereby the purpose and purport of the void or voided provisions will be taken into account as much as possible.

11.5 The headings in these General Terms and Conditions only serve to promote readability and do not form part of these General Terms and Conditions.

11.6 The agreement between the designer and client is governed by Dutch law. In the first instance, the parties will try to resolve a dispute that has arisen in mutual consultation. Unless the parties have expressly agreed to arbitration in writing, the court competent according to the law, or the court in the district where the designer is established, will take cognizance of disputes between the designer and the client, at the discretion of the designer.

Data processing (AVG) Terluin Webdesign will process personal data on behalf of its customers during or in connection with the performance of its services. Based on privacy legislation, the customer in this capacity is regarded as the controller of the processing of the personal data and Terluin Webdesign as the processor. Terluin Webdesign only processes personal data to the extent necessary during or in connection with the implementation of the agreement concluded between the parties. The processing of personal data by Terluin Webdesign takes place in a proper and careful manner, in accordance with privacy legislation and in accordance with the customer's request for services. Terluin Webdesign is entitled to engage sub-processors in the processing of personal data, provided that Terluin Webdesign ensures that sub-processors to be engaged assume at least the same obligations as those imposed on Terluin Webdesign. Terluin Webdesign remains the customer's point of contact in this relationship. More information about the currently active sub-processors can be found on the Terluin Webdesign website. Terluin Webdesign will only transfer personal data to a country outside the European Economic Area, provided that country guarantees an adequate level of protection and complies with other obligations and privacy legislation. If the customer transfers personal data to countries outside the European Union by means of the services, the customer indemnifies Terluin Webdesign against all legal actions from third parties based on the allegation that these personal data are passed on in violation of the provisions of the GDPR. Terluin Webdesign takes appropriate technical and organizational measures to protect personal data against loss and any form of unlawful processing. Taking into account the state of the art, the implementation costs, these measures guarantee an appropriate security level in view of the risks of the processing and the nature, scope and context of the personal data to be protected.

Terluin Webdesign will immediately inform the customer after it has become aware of a data breach. The communication contains a description of:

  • the data breach;
  • the nature of the infringement (including copying, changing, deleting, theft, unknown);
  • when the data breach has taken place;
  • the number of persons whose Personal Data may have been involved in the data breach;
  • the type of Personal Data (including name and address data, telephone numbers, e-mail addresses, access or identification data, financial data);
  • the technical measures taken by Terluin Webdesign to stop the infringement and to prevent future infringements.

At the request of the customer, Terluin Webdesign will provide further information about the data breach, insofar as necessary for the customer to comply with its legal obligations regarding reporting to the Dutch Data Protection Authority and those involved. The Client is obliged to actively assist Terluin Webdesign in the event of a data breach and the subsequent reporting obligation for Terluin Webdesign to the Dutch Data Protection Authority on the basis of a data breach. the telecom law. In the event of a request for inspection, rectification, deletion or limitation of the processing, Terluin Webdesign will cooperate with this by providing all information that the customer needs to fulfill the request as soon as possible, but no later than ten working days after the customer requests Terluin Webdesign. to be able to comply or proceed to rectify, delete or block the personal data provided by the customer, insofar as the customer does not have independent access to this data from the services of Terluin Webdesign. Terluin Webdesign makes a backup copy of all personal data at least once a day. Terluin Webdesign undertakes, unconditionally and irrevocably, to secrecy during and after termination of this agreement of all personal data of which it knows or can reasonably suspect the confidential nature. Terluin Webdesign guarantees that all its employees who have access to personal data are bound by the obligation of confidentiality described in this article and refrain from copying, forwarding, transferring or otherwise distributing personal data to third parties. This obligation does not apply if and insofar as disclosure is required by law and / or court decision, in which case the information to be disclosed will be kept as limited as possible. The obligations of Terluin Webdesign also continue unabated after termination of the agreement, if and insofar as Terluin Webdesign still has access to personal data. Terluin Webdesign may deviate insofar as there is a statutory retention period applicable to certain personal data or insofar as this is necessary to prove compliance with its obligations to the customer.