Terms and conditions
Article 1. Definitions
1.1
Contractor: Jeffrey van Maurik, registered in the Dutch Chamber of Commerce under no. [insert number].
1.2
Client: The natural or legal person that the Contractor concludes an Agreement with for the provision of services and/or the supply of products.
1.3
Participant: The natural person to whom the services are effectively provided and/or the products are supplied. Client and Participant can be the same natural person.
1.4
Agreement: The Agreement concluded between Contractor and Client regarding the provision of services and/or the supply of products.
Article 2. General
2.1
These Terms & Conditions are applicable to every offer, quotation and Agreement between Contractor and Client, unless the parties have specifically opted to derogate from these Terms & Conditions.
2.2
The Agreement consists of these Terms & Conditions together with the order confirmation Contractor provides to Client. The Agreement will be considered concluded from the day of the written order confirmation by Contractor and Client.
2.3
The applicability of any purchase or other conditions from Client is hereby explicitly rejected.
2.4
If one or more of the provisions in these Terms & Conditions is at any time declared null or void, in part or in full, by a court, this does not affect the remaining provisions.
Article 3. Offers and Quotations
3.1
Any offer and quotation by Contractor are non-binding, unless the offer or quotation contains a period for acceptance.
3.2
All prices are in Euro, excluding VAT and any other costs, such as travel and accommodation costs, and other expenses made for the execution of the Agreement including, but not limited to, expense statements from contracted third parties. The aforementioned costs will be charged to Client.
3.3
Contractor is not bound by the offer or quotation if Client could reasonably understand that (a part of) the offer or quotation contains an apparent error or spelling mistake.
3.4
A composite offer or quotation does not bind the Contractor to perform a part of the offer or quotation for a corresponding part of the indicated price.
Article 4. Execution of the Agreement
4.1
Client guarantees that he/she has provided Contractor timely and truthfully with all information that is essential for the execution of the Agreement. This regards information of which Contractor indicates that it is essential or information of which Client could reasonably understand that it is necessary for the execution of the Agreement.
4.2
If the information needed for the execution of the Agreement is not provided to Contractor in a timely fashion, Contractor has the right to suspend the execution of the Agreement and/or to charge any additional costs as a result of this delay to Client according to the prevailing rate.
Article 5. Duration and termination of the Agreement
5.1
The duration of the Agreement shall be established in the Agreement. If no duration is included, the Agreement is entered into for the duration of 3 months. The Agreement is always tacitly extended by one month until the moment of resignation.
5.2
Client can terminate the Agreement prematurely, subject to a notice period of 1 month.
5.3
In the event of cancellation, the Client will have to pay the full amount, less any savings for Jeffrey van Maurik resulting from the cancellation. Jeffrey van Maurik will then Deliver the work already completed. If the price depends on the actual costs to be incurred by Jeffrey van Maurik, the price payable by the Client will be calculated on the basis of the costs incurred, the labor performed and the profit Jeffrey van Maurik would have made over the entire work. The amounts shall remain payable after termination of the Agreement and shall be immediately due and payable from the date of termination.
5.4
Jeffrey van Maurik may suspend or terminate the Agreement at any time if:
- Client is in default with respect to a material obligation
- The Client has been declared bankrupt
- Client has been granted suspension of payments
- The Client’s company is dissolved or liquidated
5.5
Obligations which by their nature are intended to continue after the end of the Agreement shall continue in full force and effect after the end of the Agreement and shall apply to Customer and its legal successors.
Article 6. Price and payment
6.1
The Client shall pay Jeffrey van Maurik the amount stated in the Agreement. All prices quoted by Jeffrey van Maurik are in Euros.
6.2
All prices quoted by Jeffrey van Maurik are exclusive of value added tax (VAT) and other government levies, unless stated otherwise.
6.3
Each invoice shall be subject to a payment term of 14 days.
6.4
If a price is based on data provided by the Client and those data prove to be incorrect, Jeffrey van Maurik shall be entitled to adjust the price accordingly, even after the Agreement has been concluded.
6.5
If the Client fails to timely meet his payment obligation(s), Jeffrey van Maurik will notify the Client of the late payment. After notification of the late payment, Jeffrey van Maurik shall grant the Client a term of 14 days to fulfill his payment obligations.
6.6
In the event of late payment, the Client shall be obliged to pay in full both extrajudicial and judicial collection costs, including the costs of lawyers, jurists, bailiffs and collection agencies, in addition to the amount due and the statutory interest due thereon.
6.7
If an invoice is not paid within the payment period, the Contractor may suspend work for a subsequent month or other follow-up work with immediate effect until payment of all outstanding invoices has been made.
6.8
Jeffrey van Maurik may inform itself within legal frameworks about the Client’s ability to fulfill his payment obligations, but also about all facts and factors that are important for a responsible conclusion of the Agreement. If, based on this investigation, Jeffrey van Maurik has sound reasons not to enter into the Agreement, it shall be entitled to refuse an order or application, stating reasons, or to attach special conditions to the performance, such as prepayment.
6.9
The Contractor is entitled to revise the rates once a year. A change in rates will always be communicated to the Client no later than two months prior to the change.
Article 7. Principal’s Obligations
7.1
The Client shall ensure that all (technical) information, decisions and data that it considers necessary for the performance of the Agreement are provided to Jeffrey van Maurik in a timely manner. The Client shall be responsible for the correctness and completeness thereof.
7.2
If necessary for the performance of the Agreement, the Client shall ensure, in a timely manner, the free disposal of and free access to the site, the building and/or the location where the work is to be performed. The Client shall ensure that Jeffrey van Maurik can make use of a suitable space and any necessary (utility) facilities, such as electricity, (drinking) water, gas, telecom or sewerage connection, free of charge.
7.3
The Client shall grant the Contractor all authorizations necessary to perform the work, including authorization to create accounts with social media platforms.
7.4
The Client is obliged to inform the Contractor without delay of facts and circumstances that may be relevant in connection with the performance of the Agreement.
7.5
The Client is not permitted, without the prior written or electronic consent of the Contractor, to commission a third party during the Agreement to perform work that is identical to the work the Contractor performs for the Client.
7.6
Client is responsible for the circumstances that prevent or hinder the performance of the work.
7.7
Client shall be responsible for reimbursement of advertising and communication costs incurred.
7.8
The Client is fully responsible for the data, texts, images or other information supplied by him to the Contractor.
7.9
Texts, images or other data compiled by the Contracted Party on behalf of the Client will be deemed to have been checked and accepted by the Client, unless any desired changes are communicated in writing within a period of fourteen (14) days after publication by electronic means.
7.10
The Client guarantees at all times that the material supplied by him to Contractor does not infringe any third party rights, including intellectual property rights.
7.11
Client is aware of policies of third parties – including Meta, LinkedIn and TikTok – and is responsible for the consequences of any violations of these policies.
Article 9. Additional Work
9.1
All changes in the performance of the Agreement, whether at the request of the Client or as a result of the fact that a different performance is necessary due to any circumstances whatsoever, shall be considered additional work when additional costs are involved. Additional work is subject to these General Terms and Conditions.
9.2
If additional work has been carried out at the request or with the consent of the Client, the additional work will be reimbursed by the Client. Jeffrey van Maurik may refuse to comply with such a request or enter into negotiations.
9.3
Client accepts that additional work may cause a delay in the Completion of Services, even if a time of Completion has been agreed upon. Client is not entitled to compensation for this delay.
9.4
If (the demand for) additional work arises during the performance of the Agreement, this does not create any ground for termination or dissolution of the Agreement for the Client.
9.5
Cost-increasing circumstances that cannot be attributed to Jeffrey van Maurik will be settled as additional work. Jeffrey van Maurik shall inform the Client thereof as soon as possible.
Article 10. Delivery and delivery time
10.1
Delivery dates stated by Jeffrey van Maurik are indicative and do not count as deadlines, unless the Parties have agreed to this in writing.
10.2
Jeffrey van Maurik shall remain the owner of all Products until the Client has fulfilled all his payment obligations towards Jeffrey van Maurik, including any amounts due on account of a default.
Article 11. Intellectual Property Rights
11.1
The Intellectual Property Rights, including all by Jeffrey van Maurik created images, photos, video, texts, reports and proposals for the Client, are vested in Jeffrey van Maurik.
11.2
The Client shall not perform any acts that may infringe the Intellectual Property Rights of Jeffrey van Maurik and/or its licensors, including but not limited to publishing and/or reproducing the items referred to in the preceding paragraph, in full or in part, without permission. The Client acknowledges and accepts that any unauthorized use or action infringes the Agreement and applicable legislation.
11.3
If and insofar as the Agreement provides for any transfer of ownership or transfer of Intellectual Property Rights from Jeffrey van Maurik to the Client, all goods delivered shall remain the property of Jeffrey van Maurik as long as Jeffrey van Maurik has not received full payment of the entire amount agreed upon in this respect.
Article 12. Duty of Confidentiality
12.1
The Parties will treat information that they provide to each other before, during or after the performance of the Agreement confidentially if this information can reasonably be designated as confidential, or if it has been explicitly designated as confidential by one of the Parties. The Parties also impose this obligation on their Employees as well as on third parties engaged by them for the performance of the Agreement.
12.2
The obligation of confidentiality will continue to exist even after termination of the Agreement for whatever reason, and for as long as the providing Party can reasonably claim the confidential nature of the information.
12.3
If the provisions of this article are violated, the Client will forfeit an immediately payable fine of €5,000.00, without prejudice to the right to any damages.
Article 13. Liability
13.1
This article applies to Client only.
13.2
The limitations of liability under this Agreement shall apply except if and insofar as the damage is the result of intent or deliberate recklessness on the part of Jeffrey van Maurik.
13.3
Jeffrey van Maurik shall make every effort to perform the Agreement with the utmost care. Jeffrey van Maurik cannot influence the eventual use of the delivered goods. The Client shall therefore be responsible for the use of the result of the Agreement.
13.4
Completion of the Agreement releases Jeffrey van Maurik from any liability for defects that the Client had already discovered, or should reasonably have discovered, at the time of Completion.
13.5
Jeffrey van Maurik’s total liability for direct damage suffered by the Client as a result of an attributable failure in the performance of this Agreement, or as a result of wrongful acts by Jeffrey van Maurik, its employees or third parties engaged by it, shall be limited per event or a series of related events to an amount equal to the price stipulated in the Agreement (including VAT), with a maximum of € 5,000.
13.6
Direct damage only includes: the reasonable costs incurred to establish the cause and extent of the damage, any reasonable costs incurred to have Jeffrey van Maurik’s defective performance comply with the Agreement, and reasonable costs incurred to prevent or limit the damage, insofar as the Client proves that those costs have resulted in the limitation of direct damage.
13.7
Jeffrey van Maurik’s liability towards the Client for indirect damage or consequential damage or damage due to loss of turnover or profit, damage due to delay, damage due to loss of data, damage due to exceeding deadlines as a result of changed circumstances, damage due to the provision of inadequate cooperation, information or materials by the Client and damage due to information or advice given by Jeffrey van Maurik, the contents of which do not explicitly form part of the Agreement, is excluded.
13.8
The condition for any right to compensation shall always be that the Client reports the damage to Jeffrey van Maurik in writing within a reasonable term, but in any case within one (1) month after the damage arose.
13.9
The liability of Jeffrey van Maurik with respect to attributable failure to perform the Agreement will only arise if the Client gives Jeffrey van Maurik immediate and proper notice of default in writing, specifying a reasonable term to remedy the failure, and Jeffrey van Maurik continues to fail attributably in the performance of its obligations even after that term. The notice of default must contain as detailed a description of the failure as possible to enable Jeffrey van Maurik to respond adequately.
13.10
The Client shall indemnify the Contractor against and compensate the Contractor for all claims of third parties that are directly or indirectly, directly or indirectly related to the performance of the agreement and all related financial consequences.
Article 14. Force Majeure
14.1
Jeffrey van Maurik cannot be held to fulfill any obligation under the Agreement if Jeffrey van Maurik is prevented from fulfilling it due to force majeure. Jeffrey van Maurik shall not be liable for any damage caused by force majeure.
14.2
Force majeure includes, but is not limited to: failures of public infrastructure, defects in items, equipment or software or other source material whose use has been prescribed by the Client, unavailability of Employees, government measures, general transport problems, strikes, wars, terrorist attacks and civil commotion.
14.3
If a force majeure situation lasts longer than 90 days, the Parties have the right to dissolve the Agreement in writing. What has already been performed under the Agreement shall in that case be settled proportionately, without the Parties remaining indebted to each other for the remainder.
14.4
The Contractor offers no guarantees whatsoever with respect to the performance, information, advice and/or services delivered or to be delivered under the Assignment.
14.5
The Client is responsible under all circumstances for the accuracy and completeness of the data and documents provided by him. The Contractor shall never be liable for any damage (partly) caused by the fact that the data, documents and detailed designs provided by the Client are incorrect, incomplete, misleading and/or in violation of the law. The Client indemnifies Jeffrey van Maurik against all claims in this respect.
Article 15. Specific provisions for social media advertising
15.1
The services offered, including Meta Ads (Facebook Ads and Instagram Ads), LinkedIn Ads, TikTok Ads and other social media advertising platforms, are subject to a best efforts obligation and not a performance obligation. The Contractor shall perform the Agreement to the best of its knowledge and ability and in accordance with the requirements of good workmanship. The Contractor shall make every effort to perform the Work properly and carefully, as well as to represent the Client’s interests to the best of his knowledge and to strive for a result that is usable for the Client. However, the Contractor cannot guarantee that the Work will always achieve the result desired by the Principal.
15.2
Provider is not liable for actions resulting from work performed by third parties, hereby specifically referring to Meta, LinkedIn, TikTok or other advertising platforms.
15.3
Advertising costs for online advertising are paid directly to third parties, unless otherwise agreed upon, with special reference to Meta, LinkedIn, TikTok or other advertising platforms.
15.4
Client must always ensure payment of invoices from Meta, LinkedIn, TikTok or other advertising platforms. Under no circumstances shall Contractor advance these or otherwise make payments to third parties for or on behalf of Client.
15.5
The parties shall agree in advance the number of hours required, within which the work will be performed. If the work cannot be performed within the agreed number of hours during the course of the Agreement and there is structural extra work, the parties will agree on the number of hours again.
15.6
The agreed monthly recurring hours cannot be hoarded. If the Contractor cannot make the hours or perform the agreed work, they will expire at the beginning of the new calendar month.
15.7
If the campaign setup, amount of ads or advertising budget changes significantly during the agreement, this may affect the number of hours required to be spent, in order to properly spend the budget and manage the account in accordance with the agreement.
15.8
The Contractor can never be held liable for the consequences of the Client’s failure to comply with regulations and guidelines of social media platforms and/or other companies or agencies.
15.9
The Contractor cannot be held liable for damages resulting from the policies of social media platforms or from enforcement of these policies.
15.10
It is possible that Jeffrey van Maurik is temporarily unable to perform work due to maintenance or update of a system, website or software. Contractor is not liable for such temporary interruption.
15.11
If the Client or a third party makes changes to the work delivered by the Contractor, the Contractor excludes any liability.
15.12
The Client is himself responsible for the decisions he makes, whether or not as a result of an advice from Contractor.
15.13
The Contractor cannot be held liable by the Client if the result resulting from the work does not meet the Client’s expectations.
15.14
The Contractor is not liable for mutilation or loss of data as a result of transmitting the data using telecommunication facilities.
Article 16. Other provisions
16.1
The Contractor is entitled to disclose to third parties, including through its website and social media, who its Clients are, unless agreed otherwise in advance. This includes all commercial expressions, such as advertisements.
16.2
The Contractor is entitled to share results anonymously and expressed in percentages with third parties and in commercial communications.
16.3
Complaints relating to the performance of the work must always be reported to Jeffrey van Maurik as soon as possible, so that any defects can be rectified as soon as possible. Complaints do not suspend payment obligations.
Article 17. Amendment of General Terms and Conditions
17.1
Jeffrey van Maurik reserves the right to amend or supplement these General Terms and Conditions. Amendments shall also apply to Agreements already concluded with due observance of a term of 30 days after notification of the amendment.
17.2
Amendments will be announced via https://jeffreyvanmaurik.nl/, by e-mail to the Client, or another channel of which Jeffrey van Maurik can prove that the announcement was sent to the Client. Non-substantive amendments of minor importance may be implemented at any time and do not require notification.
Article 18. Final Provisions
18.1
The Agreement is governed by Dutch law.
18.2
Insofar as rules of mandatory law do not dictate otherwise, all disputes that may arise in connection with the Agreement shall be submitted to the competent Dutch court in the district where Jeffrey van Maurik has its registered office.
18.3
In these General Terms and Conditions ‘in writing’ shall also mean communication by email, Whatsapp or other text message platforms, provided that the identity of the sender and the integrity of the email have been sufficiently established.
18.4
If any provision in the Agreement or General Terms and Conditions turns out to be invalid, this will not affect the validity of the entire Agreement or General Terms and Conditions. The parties will in that case determine (a) new provision(s) to replace it, which will give shape to the intention of the original provision as much as legally possible.
18.5
Jeffrey van Maurik is entitled to transfer its rights and obligations under the Agreement to a third party that takes over Jeffrey van Maurik or Jeffrey van Maurik’s business activities.
Name: Jeffrey van Maurik
Address: Prinses Beatrixlaan 677, Rijswijk, The Netherlands
E-mail: info@jeffreyvanmaurik.nl