Terms and Conditions

Below are Web&Media’s general terms of delivery. These terms and conditions apply to all deliveries by Web&Media unless explicitly stated otherwise in a written agreement. These terms and conditions were last amended on July 1, 2019.

1. Definitions

Website: a coherent set of digital internet pages including any associated digital images, scripts and databases.

Template: a website whose basic design is an existing design by Web&Media.

Custom Website: Website with a new basic design to be designed by Web&Media and further features as described on Web&Media’s website.

Maintenance of a website: the fitting by Web&Media of new information (text, images) supplied by the client into the client’s existing website, or writing new or changing existing texts in the client’s existing website.

Client: the natural or legal person with whom Web&Media concludes an agreement to provide services.

2. Applicability

By signing and returning an offer from Web&Media, the client declares that he has taken note of Web&Media’s general terms of delivery and that he agrees to these terms of delivery. Deviations from the general terms of delivery are only possible when explicitly included in an agreement between the client and Web&Media.

3. Quotation and acceptance

All offers and quotations by Web&Media are without obligation. Quotations and quotation by Web&Media remain valid for 14 days, unless another period is stated by Web&Media. Invoicing will be on the basis of this quotation.

Changes in the originally concluded agreement between the client and Web&Media are only valid from the moment these changes have been accepted by both parties through an additional or amended agreement.

A composite quotation does not oblige Web&Media to perform part of the order at a corresponding part of the quoted price. Offers or quotations do not automatically apply to future assignments.

4. Performance of the contract

Web&Media shall execute the agreement to the best of its knowledge and ability and in accordance with the requirements of good workmanship. If and to the extent required for the proper execution of the agreement, Web&Media has the right to have certain work done by third parties.

The client shall ensure that all data, which Web&Media indicates are necessary or which the client should reasonably understand are necessary for the performance of the agreement, are provided to Web&Media in a timely manner.

If the data required for the performance of the agreement are not provided to Web&Media in a timely manner, Web&Media has the right to suspend the performance of the agreement and / or charge the client for the additional costs resulting from the delay at the usual rates.

Web&Media is not liable for damages of any kind due to Web&Media having relied on incorrect and/or incomplete data provided by the client.

If it has been agreed that the agreement will be performed in stages, Web&Media can suspend the performance of those parts belonging to a subsequent stage until the client has approved in writing the results of the preceding stage.

If work is performed by Web&Media or third parties engaged by the client in connection with the order at the client’s location or a location designated by the client, the client shall provide the facilities reasonably required by those employees free of charge.

The client indemnifies Web&Media against any claims by third parties who suffer damage in connection with the performance of the contract which is attributable to the client.

5. Duration and termination

The design of a new website by Web&Media for the client is considered a one-time commitment and therefore has no duration. A verbal or written agreement will of course include a delivery time for the website.

A maintenance agreement regarding an existing website between Web&Media and the client has a minimum term of 1 year and is tacitly renewed every year by 1 year. After the minimum term has expired, the agreement can be terminated in writing at any time, subject to 1 month’s notice.

Web&Media has the right to terminate the agreement(s) without notice of default or judicial intervention with immediate effect if the client fails to comply, improperly or incompletely with the agreement(s) entered into with Web&Media including the associated terms of delivery.

Web&Media has the right to terminate the contract(s) without notice of default or judicial intervention with immediate effect if the client has been declared bankrupt, has applied for or obtained a moratorium or has otherwise lost free control over his assets. The client has then no right to any compensation.

Web&Media has the right to terminate the agreement(s) without notice or judicial intervention with immediate effect if it appears that the client places or wants to place intolerant, hateful, inciting, discriminatory or pornographic texts, images, banners or hyperlinks to websites with intolerant, hateful, inciting, discriminatory or pornographic content on the website.

6. Delivery and delivery time

Web&Media, after receiving the required data, texts and/or visual material, will start creating the agreed products and/or services as soon as possible and will inform the client of the expected delivery time.

When designing a new website, Web&Media first creates a basic design and submits it to the client for approval. The latter checks this design and forwards comments, remarks and/or observations to Web&Media as soon as possible. If the client does not respond to the basic design within a reasonable time, Web&Media assumes that client agrees with the basic design.

Upon receipt of the client’s responses to the basic design or failure to respond within a reasonable time, Web&Media will proceed to complete the full website.

In the unlikely event that Web&Media is unable to fulfill its obligations within the agreed delivery time, Web&Media may only be placed in default in writing, giving Web&Media a minimum of 14 days to fulfill its obligations.

7. Force Majeure

Web&Media accepts no liability if Web&Media cannot fulfill its obligations due to force majeure. In case the force majeure is only temporary in nature, Web&Media will still try to fulfill all obligations from the moment this is reasonably possible again.

If it is concluded in mutual consultation between the client and Web&Media that this is no longer possible, the contract will be revised or dissolved by mutual agreement. Any performance already delivered by Web&Media up to the moment of force majeure shall still be invoiced.

8. Prices

All prices quoted are exclusive of VAT, unless explicitly stated otherwise. Changes in prices will be announced by Web&Media to the client at least 1 month in advance. The latter is entitled to terminate the contract from the moment the adjusted rates take effect.

9. Payment

The client shall make a down payment of 40% of the total amount after approval of the quotation. After completion of the project, the remaining amount due is to be paid. Web&Media sends an invoice within 14 days.

In case of a maintenance contract for a website, Web&Media will send the client an invoice as soon as more than 1 hour of maintenance time can be declared or when half a year has passed since the first maintenance took place. The client must pay the amount due within 14 days of Web&Media sending the invoice.

In said cases, Web&Media reserves the right to temporarily suspend any work in progress or services provided, until the amounts due are received. From the moment the client exceeds the term of payment (14 days from the invoice date, unless expressly agreed otherwise), he shall be in default without a notice of default to that effect.

If the term of payment is exceeded, a demand for payment will be sent by Web&Media. Costs of a reminder, viz. net € 10,00 will be charged to the client.

If the term of payment is exceeded by 14 days, a second demand for payment will be sent by Web&Media. Costs of a reminder, i.e. net € 40.00, will be charged to the client. If the client has not fulfilled his obligations within 28 days, the client will owe statutory interest plus extrajudicial collection costs on the outstanding invoice amount from this moment on, calculated according to the (graduated) collection rate advised by the Netherlands Bar Association.

Should the invoiced amount be incorrect in the eyes of the client, he must inform Web&Media immediately, but at the latest within 14 days after invoicing. The latter will investigate this allegation and, if necessary, send a new invoice, to be paid within 14 days after sending.

If Web&Media mistakenly receives a larger amount than the invoiced amount, Web&Media will refund the excess amount received to the client’s account immediately upon its own discovery or at the client’s first request.

Client only becomes the owner of or gets the right to use the delivered designs, website and/or services from the moment he has fulfilled all his obligations towards Web&Media.

10. Copyright

All material produced by Web&Media may not be edited or incorporated into websites other than those for which it was originally created without the express permission of Web&Media.

Ownership of ideas, concepts or (trial) designs provided by Web&Media remains entirely with Web&Media unless expressly agreed otherwise in writing. In the latter case, Web&Media may stipulate a fee for this. In case of proven violation of said ownership, Web&Media is entitled to charge a reasonable fee to be determined by itself.

Web&Media reserves the right to use the knowledge gained by the execution of the work for other purposes, as long as no confidential information is brought to the knowledge of third parties.

11. Liability

Insofar as Web&Media in its activities depends on the cooperation, services and supplies of third parties, over which Web&Media has little or no influence, Web&Media can in no way be held liable for any damage whatsoever arising from these relationships with Web&Media or the breaking thereof regardless of whether such damage arises or becomes apparent during the relationship with Web&Media.

In the event of culpable breach of contract, Web&Media shall only be liable for replacement damages up to the invoice amount. Any liability of Web&Media for any other form of damage is excluded, including compensation for indirect damage, consequential damage or damage due to lost sales or profits.

The client should be aware that information sent over the Internet can be intercepted by third parties. Web&Media cannot be held liable for damage in any form caused by sending confidential or secret information.

Web&Media is not responsible or liable for the content of material provided by the client that is posted on the client’s website. The client must ensure that material supplied by the client such as texts and images, are free of copyright of third parties.

The client must inform Web&Media immediately in writing of any changes in client data. If the client fails to do so, the client is fully liable for any damage caused by this by Web&Media.

Web&Media is not liable for damage caused by the client or third parties to the delivered website in an apparent attempt to maintain it. It is irrelevant whether the damage is caused by injudicious action by those involved or is caused by shortcomings in software recommended by Web&Media for maintenance work, or is caused by the use of software other than that recommended by Web&Media.

12. Transfer of rights and obligations

Neither Web&Media nor the client are entitled to transfer their rights or obligations arising from agreements concluded to a third party without the prior written consent of the other party.

13. Modification of general terms of delivery

Web&Media reserves the right to amend or supplement these general terms and conditions of delivery. Amendments shall also apply to contracts already concluded subject to a period of 30 days after written notice of the amendment.

If the client does not agree to the amended general terms and conditions of delivery, he is entitled to dissolve the contract with effect from the date of amendment of the general terms and conditions of delivery or within 7 days from the date of receipt of the amendment to the general terms and conditions of delivery if this date of receipt is after the effective date of the amendment.

14. CMS management system and web shop

Web&Media uses certain open source systems on the Internet, as the basis for a website or a web store, namely: WordPress and WooCommerce. Web&Media is not responsible for changes, adjustments or updates made by the above mentioned companies, resulting in loss of data, data and layout of the website and/or webshop. Also other dangers resulting from improper maintenance by the above companies, such as hacking of websites c/q webshops cannot be recovered from Web&Media.

Content Managing System (CMS) means that the owner of the website can adjust or change the text and images within the content. There is also the ability to create additional pages. However, it is not possible to modify the layout of the website, such as headers, menu bars, background colors and added modules. This is because this is done outside the website on special style sheets (CSS).

15. Other

Web&Media will not provide the client’s personal data to third parties without a legal obligation to do so. This also applies to any confidential information provided to Web&Media for the purpose of performing an agreement.

When Web&Media mediates web hosting for a client, client is bound by the terms and conditions set by this web hosting provider. If necessary, changes in an agreement can be made after written confirmation by both parties. This may change the agreed time of delivery.

Web&Media will inform the client of the new delivery date and any financial consequences as soon as possible. Web&Media is free to refer to the delivered final products as reference for promotional purposes, unless expressly agreed otherwise.

16. Dispute resolution and applicable law

If by court order one or more articles of these terms and conditions are declared invalid, the remaining provisions of these general terms and conditions shall remain in full force and effect and Web&Media and client shall consult with each other in order to agree new provisions to replace the invalid, or annulled provisions, taking into account as much as possible the purpose and intent of the invalid, or annulled provisions.

All offers made and agreements concluded under these terms and conditions shall be governed exclusively by Dutch law. All disputes arising directly or indirectly from the agreement or related thereto may be brought exclusively before the competent court in Assen, the Netherlands. Barring evidence to the contrary, the administrative records of Web&Media are conclusive with regard to the contract entered into by Web&Media with the client.

With these conditions all previous copies expire. The last filed version or the version valid at the time the contract was made is applicable.