AgriCommunicatie
Terms of Service
General terms and conditions of the private company Opraappers Communicatie b.v. with its registered office in Doetinchem.
AgriCommunicatie is a trade name of Opraappers Communicatie b.v. which is registered with the Chamber of Commerce in Arnhem under number 09149399. Where it reads AgriCommunicatie is meant Opraappers Communicatie b.v.
1. “client” means: the natural or legal person who has ordered the work to AgriCommunicatie
2. “order” means: the client's request to AgriCommunicatie to perform work for payment.
3. 'activities' means: everything that AgriCommunicatie makes and/or undertakes and/or causes to make and/or undertake on behalf of the client, within the framework of the assignments provided by him with a view to his communication interests.
4. 'quote' means: the activities specified to a greater or lesser extent and the budget of the costs associated with those activities.
1. The general terms and conditions of delivery apply to all activities carried out by AgriCommunicatie on behalf of the client, even if these activities are not further described in these terms and conditions. Deviations from these terms and conditions are only valid if they have been expressly agreed in writing.
2. When the uniform purchase conditions used by the client and the present terms and conditions come together, the latter will prevail.
3. Terms used or declared applicable by the client, which are in conflict with these terms and conditions, cannot be recognized unless they have been declared in writing by AgriCommunicatie.
1. All offers are without obligation, unless otherwise stated in the offer itself.
2. Upon request, AgriCommunicatie will submit a quote to the client for approval before the start of the work. Insofar as there are unavoidable deviations from a quote during the execution of the order, AgriCommunicatie will inform the client about this at the earliest possible stage.
3. Exceeding offers of up to 10% is accepted as a budgetary risk by the client and therefore need not be reported as such.
4. Exceeding offers as a result of sales conditions from suppliers and other third parties engaged by AgriCommunicatie do not count as an excess, even if those terms are not included separately in an offer, because those terms and conditions are deemed not only to be known to the client, but also to the extent that they are consistent with them, to form part of the present terms of delivery.
1. The office is remunerated on the basis of hourly rates, unless another method of remuneration has been agreed.
2. In principle, AgriCommunicatie declares the fees and costs due every month afterwards using a specified account.
3. All prices do not include VAT and any shipping, transport and postage costs, unless explicitly stated otherwise.
4. AgriCommunicatie is entitled to settle price changes that occurred after the offer was issued with the client.
5. All deliveries are deemed to have been made at the location where AgriCommunicatie is located.
6. All payments must be made there to an account designated by AgriCommunicatie.
1. An order is accepted by AgriCommunicatie by either confirming the acceptance in writing to the client or commencing the execution of the work.
2. The client is bound by and from the time of issuing the order.
3. AgriCommunicatie is bound by and from the acceptance of the order.
4. The changes in the order are effective by and from their acceptance by AgriCommunicatie.
5. Any additional or reduced costs as a result of changes in the order will be borne or beneficial to the client.
1. AgriCommunicatie carries out the work in accordance with the assignment and is in regular contact with the client about progress.
1. If, in the opinion of AgriCommunicatie, this is reasonably necessary for the proper fulfillment of an assignment, or results from the nature of an assignment, AgriCommunicatie is entitled to order third parties to deliver or otherwise make goods and/or services available on behalf of and at the expense of the client.
1. Without prejudice to the provisions of the following paragraphs, payment must be made within the period specified in the invoice and, in the absence of such a period, within fifteen days of the invoice date.
2. AgriCommunicatie ensures timely billing. Partial invoicing is possible at any time, unless explicitly excluded in writing. However, exclusion from the right to partial billing can never concern the costs mentioned in the following paragraphs.
3. If the client does not meet his payment obligation towards AgriCommunicatie within the agreed period, he owes interest on the invoice amount from the day on which the invoice should have been paid without prior notice and notice of default being required. For each month (or part thereof) of the payment term being exceeded, this interest amounts to one-twelfth part of the promissory note discount in force at the time of billing plus 2%.
4. All costs, both judicial and extrajudicial, related to the collection of what is owed by the client and not paid on time are borne by the client; proof of the liability of these costs is sufficient presentation of the relevant invoices; these costs are fixed at a minimum of 10% of the invoice amount concerned and will amount to at least €70 per claim.
1. AgriCommunicatie is entitled to suspend or discontinue further execution of the order if the client does not comply with the payment conditions and/or fails to provide the requested bank guarantee.
2. In addition, AgriCommunicatie is entitled to terminate the agreements existing between him and the client, insofar as they have not yet been executed, without judicial intervention, if the client does not timely or properly comply with the obligations that arise for him from any agreement concluded with AgriCommunicatie, as well as in the event of bankruptcy or suspension of payment of the client or in the event of closure or liquidation of his business.
3. The consequences of suspension, strike and/or dissolution are entirely at the expense and risk of the client.
4. Suspension, strike and/or dissolution do not affect the payment obligation for the work already performed.
The specified delivery times are only approximate. Unless expressly agreed otherwise in writing, AgriCommunicatie assumes no guarantee with regard to the agreed delivery times and late delivery does not entitle the client to compensation, termination of the agreement or non-fulfillment of any obligation towards AgriCommunicatie.
1. When performing the work for the client, AgriCommunicatie will take the utmost care with regard to the interests of the client.
2. In particular, AgriCommunicatie - assuming that clear agreements have been made with regard to the purpose of use - ensures the correct audio and/or visual design of the communications and other materials and that they comply with the applicable legal regulations, rules of conduct, normative values and guidelines, insofar as they can or should reasonably be known to it.
3. AgriCommunicatie also ensures the confidentiality of all data and information provided to AgriCommunicatie by the client as part of the assignment.
1. With regard to visible defects, the client must complain in writing immediately after AgriCommunicatie has delivered or presented the work it has carried out to the client, or within eight days of the appearance of the advertising medium.
2. With regard to invisible defects, a complaint must be made in writing within eight days after they could reasonably have been detected, but no later than 6 months.
3. Complaints regarding invoices must be submitted in writing to AgriCommunicatie within eight days of the day of sending the invoices. The payment period will not be suspended as a result of such advertising.
4. Unless there is evidence to the contrary, the data from the administration of AgriCommunicatie is decisive.
1. The liability for work on behalf of the client, which AgriCommunicatie has assigned to a third party, is limited to the extent that the third party effectively indemnifies AgriCommunicatie. AgriCommunicatie will do everything, or provide the client with all the cooperation that can be required of him to obtain the highest possible compensation from the third party concerned, where appropriate.
2. The client indemnifies AgriCommunicatie against all claims for damages from third parties regarding the accuracy and actual content of communications and other materials submitted to him on behalf of the client. Of course, this does not affect AgriCommunicatie's duty of care under article 11 of these terms and conditions.
1. If an objection to the goods and/or services supplied is found to be well-founded and AgriCommunicatie's liability in this regard is established, it will choose either to pay a fee of up to the invoice value of the delivered goods or replace the delivered goods free of charge after the original delivery has been received back by him. AgriCommunicatie is never obliged to pay further compensation.
2. AgriCommunicatie's liability for any damage that is either directly or indirectly the result of defects in the services or goods it provides is in any case limited to the amount of its remuneration less the out-of-pocket costs related to the delivered goods. The client waives its right to demand dissolution of what has been agreed on the grounds of breach of contract.
3. AgriCommunicatie is not liable for damage, loss or destruction of objects, materials or data made available to it for, by or on behalf of the client. Goods travel at the client's risk.
1. If, due to force majeure, AgriCommunicatie is prevented from carrying out all or part of the agreed work, it has the right to suspend the execution of the agreement without judicial intervention or to consider the agreement dissolved in whole or in part, at its option, without being obliged to pay any compensation or guarantee.
2. Force majeure here includes: strike, exclusion, fire, machine failure and other business disorders, either in the case of AGRIcommunication or with its suppliers of goods and services, transport disruptions and other events beyond its control, such as war, blockade, riot, epidemic, devaluation, flood and storms, as well as sudden increases in import duties and excise duties and/or taxes, delay or failure to deliver by suppliers, failure to obtain required permits and other government measures.
1. By ordering the publication or reproduction of objects protected by the Copyright Act or any other intellectual property legislation, made available by or on behalf of the client himself, the client declares that no legal regulations and protected rights of third parties are being infringed and indemnifies AgriCommunicatie against third-party claims or direct and indirect consequences, both financial and other, resulting from the disclosure or reproduction.
2. Intellectual property rights and materials resulting from the work will be transferred to the client when the relevant relationship between client and Agricommunicatie ends, insofar as they belong to AgriCommunicatie and are transferable, after all that - including the redemption of any development costs and intellectual property rights - is due by the client to AgriCommunicatie. Insofar as the intellectual property rights of third parties are at stake, Agricommunicatie will consult with this before engaging these third parties, at the request of the client, whether full transfer is desirable or possible, also in view of the associated costs.
3. Unless there is an assignment as referred to in paragraph 1 and otherwise in accordance with the exoneration provisions of article 14 of these terms and conditions, AgriCommunicatie will indemnify the client against third-party claims if and insofar as the client would infringe any industrial or intellectual property right by using the delivered goods. In the event of a claim by a third party, the client is obliged to inform AgriCommunicatie in writing within 48 hours and, upon request, to provide all information and cooperation that is necessary for conducting a defense and/or settlement negotiations.
4. For the duration of the relationship, the client is not entitled to any further or other use of what was produced on assignment than the previously expressly agreed use. If nothing has been agreed in this regard, the first use is deemed to have been agreed.
5. For the duration of the relationship, the client is not entitled to modify what was commissioned without the express written consent of AgriCommunicatie.
6. AgriCommunicatie is entitled to sign what was commissioned.
7. AgriCommunicatie has the freedom to use productions or parts thereof for its own promotion or publication, taking into account the interests of the client.
1. AgriCommunicatie represents the client's communication interests within the limits of the assignment provided. The client is not entitled to have the agreed work also carried out by a third party without consultation with or permission from AgriCommunicatie.
2. Subject to the consent of the client, AgriCommunicatie will not accept orders that AgriCommunicatie knows or should know that their execution is contrary to the interests of the client.
1. All designs, reproduction materials, texts, descriptions, artistic performances, films and other publicity materials that are with AgriCommunicatie at the end of the relationship as a result of the relationship will be transferred by AgriCommunicatie free of charge to the client upon first request, after all that the client owes it, for whatever reason, will have been paid. In that case, AgriCommunicatie will also, without delay, instruct the media in writing to transfer the remaining remains of the contracted media room/time to the client or a third party appointed by it.
2. In all cases where the relationship between client and AgriCommunicatie ends, pursuant to any provision of these terms and conditions or through the intervention of the court, these terms and conditions will continue to govern the legal relationship between the parties, insofar as this is necessary for the settlement of the relationship.
1. Neither party is entitled to transfer all or part of the rights and obligations arising from agreements concluded under these terms and conditions to third parties, except with the prior written consent of the other party.
2. In the situation that the (relevant activities of the) company of the client are merged with or continued in another company for any reason, in any way and in whatever form, the client's joint and several liability for the fulfillment of the obligations referred to in paragraph 1 shall arise.
All agreements concluded under these terms and conditions and those resulting from them are exclusively governed by Dutch law. All disputes arising from agreements concluded under these terms and conditions and the agreements resulting from them will, unless the subdistrict court has jurisdiction over such a dispute, can only be brought before the competent court in the district where AgriCommunicatie is located, including obtaining interim relief. The General Terms and Conditions are written in Dutch and English; the Dutch text is binding in the event of any difference in content or scope.