Terms and Conditions MyStyle Creations services

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1. General

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1. Agreement, quotation and confirmation

1.1 These general terms and conditions apply, to the exclusion of purchase or other conditions of the client, to the establishment, content and fulfillment of all agreements concluded between the client and the contractor.

1.2 Quotations are without obligation and valid for 30 days. Quotations may be subject to change due to an unforeseen change in the work. Prices include VAT and other government levies. Mentioned rates and offers do not automatically apply to future assignments.

1.3 Orders must be confirmed by the client in writing or by email. If the client fails to do so, but nevertheless agrees that the contractor will start executing the assignment, the content of the quotation will be deemed to have been agreed. Further oral agreements and stipulations are only binding on the contractor after they have been confirmed in writing by the contractor.

1.4 If the client wishes to grant the same assignment to others than this contractor at the same time or has already given the assignment to another party, he must inform the contractor of this, stating the names of these others.

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2. The execution of the agreement

2.1 The contractor will make every effort to carry out the assignment carefully and independently, to represent the client's interests to the best of his knowledge and to strive for a result that is useful for the client. Insofar as necessary, the contractor will keep the client informed of the progress of the work.

2.2 The client is obliged to do everything that is reasonably necessary or desirable to enable a timely and correct delivery by the contractor, in particular by the timely delivery of complete, sound and clear data or materials.

2.3 A term specified by the contractor for completing the design is indicative, unless the nature or content of the agreement shows otherwise. The client must give the contractor written notice of default if the specified term is exceeded.

2.4 Unless otherwise agreed, applying for permits and assessing whether instructions from the client meet legal or quality standards are not part of the contractor's assignment.

2.5 Before proceeding to production, reproduction or publication, the parties must give each other the opportunity to check and approve the latest models, prototypes or tests of the design. If the contractor, whether or not in the name of the client, will give orders or instructions to production companies or other third parties, the client must confirm his above-mentioned approval in writing at the request of the contractor.

2.6 Complaints must be communicated to the contractor in writing as soon as possible, but in any event 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.

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3. Enabling third parties

3.1 Unless otherwise agreed, assignments to third parties, in the context of the realization of the design, are given by or on behalf of the client. At the request of the client, the contractor may act as an authorized representative at the expense and risk of the client. The parties can agree on a further payment to be made for this.

3.2 If the contractor draws up a budget for the costs of third parties at the request of the client, this budget will only have an indicative purpose. If desired, the contractor can request quotes on behalf of the client.

3.3 If, in the performance of the assignment, the contractor purchases goods or services from third parties in accordance with an explicit agreement at its own expense and risk, after which these goods or services are passed on to the client, the provisions of the supplier's general terms and conditions with regard to the quality, quantity, quality and delivery of these goods or services also apply to the client.

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4. Intellectual Property Rights and Proprietary Rights

4.1 Unless otherwise agreed, all intellectual property rights arising from the assignment - including patent law, design right and copyright - belong to the contractor. Insofar as such a right can only be obtained through a deposit or registration, the contractor is exclusively authorized to do so.

4.2 Unless otherwise agreed, the assignment does not include conducting research into the existence of rights, including patent rights, trademark rights, drawing or design rights, copyrights or portrait rights of third parties. The same applies to any investigation into the possibility of such forms of protection for the client.

4.3 Unless the work does not lend itself to it, the contractor is at all times entitled to mention or remove his/her name on or near the work and the client is not allowed to remove the work without prior permission. publish or reproduce the name of the contractor.

4.4 Unless otherwise agreed, the working drawings, illustrations, prototypes, models, moulds, designs, design sketches, films and other materials or (electronic) files created by the contractor in the context of the assignment remain the property of the contractor, regardless of whether these have been made available to the client or to third parties.

4.5 After completion of the assignment, neither the client nor the contractor have a retention obligation towards each other with regard to the materials and data used.

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5. Use and License

5.1 When the client fully complies with his obligations under the agreement with the contractor, he obtains an exclusive license to use the design insofar as this concerns the right of publication and reproduction in accordance with the purpose agreed in the order. If no agreements have been made about the destination, the licensing will be limited to that use of the design for which there were firm intentions at the time the order was awarded. These intentions must be demonstrably made known to the contractor before the agreement is concluded.

5.2 Without the written permission of the contractor, the client is not entitled to use the design more widely or in a different way than has been agreed. In the event of wider or different use not agreed, including changes, mutilation or impairment of the provisional or final design, the contractor 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 proportionate to the infringement committed, without prejudice to the right of the contractor to claim compensation for the damage actually suffered

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5.3 The client is not (any longer) permitted to use the results made available and any license granted to the client in the context of the assignment will lapse:
a. from the moment that the client does not (fully) fulfill its (payment) obligations under the agreement or is otherwise in default, unless the shortcoming of the client is of minor significance in light of the entire assignment;
b. if the assignment, for whatever reason, is terminated prematurely, unless the consequences of this are contrary to reasonableness and fairness.

5.4 With due observance of the interests of the client, the contractor has the freedom to use the design for its own publicity or promotion.

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6 Fee and additional costs

6.1 In addition to the agreed fee, the costs incurred by the contractor for the execution of the assignment are also eligible for reimbursement.

6.2 If the contractor is forced to perform more or different activities due to the late or non-delivery of complete, sound and clear data/materials or due to an amended or incorrect assignment or briefing, these activities must be honored separately, on the basis of the usual fees charged by the contractor.

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7. Payment

7.1 Fee payments must be made within 14 days of the invoice date. If, after the expiry of this term, the contractor has not yet received (full) payment, the client is in default and will owe interest equal to the statutory interest. All costs incurred by the contractor, such as legal costs and extrajudicial and judicial costs, including the costs for legal assistance, bailiffs and collection agencies, incurred in connection with late payments, will be borne by the client. The extrajudicial costs are set at at least 10% of the invoice amount with a minimum of € 150 excl. VAT.

7.2 The contractor has the right to charge his fee monthly for work performed and costs incurred for the performance of the assignment.

7.3 The client shall make the payments owed to the contractor without discount or set-off, except for set-off against deductible advances relating to the agreement, which he has provided to the contractor. The Client is not entitled to suspend payment of invoices for work already performed.

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8. Deliver goods

8.1 The client is obliged to take delivery of the goods the moment the contractor delivers them to him (or has them delivered by third parties) or the moment they are made available to him pursuant to the agreement. If the client refuses to accept or makes delivery impossible, the contractor is entitled to have the goods stored at the client's expense and risk.

8.2 When signing a purchase offer, a deposit of 50% is required and must be paid before the contractor or a third party designated by the contractor proceeds to order. Payment of the remaining amount must be made on the day of delivery in cash or by electronic transfer in euros. The payment obligation does not suspend against the amount of the invoices. In the event of liquidation, bankruptcy, seizure or suspension of payment of the client, the contractor's claims against the client are immediately due and payable.

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9. Termination and dissolution of the agreement

9.1 When the client cancels an agreement, he must pay, in addition to compensation, the fee and the costs incurred with regard to the work performed up to that point.

9.2 If the agreement is dissolved by the contractor due to an attributable shortcoming in the fulfillment of the agreement by the client, the client must pay, in addition to compensation, the fee and the costs incurred with regard to the work performed up to that point. Conduct of the client on the basis of which the contractor can no longer reasonably be expected to complete the assignment, are also regarded as an attributable shortcoming in this regard.

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10. Warranties and Disclaimers

10.1 The contractor guarantees that the delivered goods have been designed by or on behalf of him/her and that, if the design is subject to copyright, he/she is regarded as the creator within the meaning of the Copyright Act and can dispose of the work as copyright holder.

10.2 The client indemnifies the contractor or persons engaged by the contractor for the assignment against all third-party claims arising from the applications or the use of the result of the assignment.

10.3 The client indemnifies the contractor against claims with regard to intellectual property rights on materials or data provided by the client, which are used in the execution of the assignment.

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11. Liability

11.1 The contractor is not liable for:
a. errors or shortcomings in the material provided by the client.
b. misunderstandings, errors or shortcomings with regard to the execution of the agreement if these are caused or caused by actions of the client, such as late or non-delivery of complete, sound and clear data/materials.
c. errors or shortcomings of third parties engaged by or on behalf of the client.
d. defects in suppliers' quotations or for exceeding suppliers' quotations.
e. errors or shortcomings in the design or the text/data, if the client, in accordance with the provisions of art. 2.5 has given its approval or has been given the opportunity to carry out an inspection and has not made use of it.
f. errors or shortcomings in the design or the text/data, if the client has omitted to realize or have performed a particular model, prototype or test, and these errors in such model, prototype or test would have been observable.

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12. Other provisions

 

12.1. Dutch law applies to the agreement between the contractor and the client. The court to take cognizance of disputes between the contractor and the client is the competent court in the district where the contractor is established, or the competent court according to the law, at the discretion of the contractor.

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These General Terms and Conditions are determined by MijnStijl Creaties on 28-08-2022.