Last updated: January 20, 2025
1. Definitions
In these General Terms and Conditions, the following definitions apply:
- Contractor: VineVisuals, located at Bargelaan 200, Leiden, registered with the Chamber of Commerce under number 51733137.
- Client: the natural or legal person who has concluded or wishes to conclude an agreement with the Contractor.
- Agreement: the agreement between Contractor and Client, including these General Terms and Conditions.
- Services: all forms of services that the Contractor provides or causes to be provided for the Client under the Agreement, including but not limited to design, video production, photography, marketing and/or web development services.
- Working days: Monday to Friday, excluding national holidays in the Netherlands.
2. Applicability
1. These General Terms and Conditions apply to all offers, offers, Agreements and other legal acts of the Contractor.
2. Deviating from these terms and conditions is only possible if agreed in writing.
3. Any general (purchase) terms and conditions of the Client are expressly rejected and do not apply unless they have been expressly accepted in writing by the Contractor.
3. Offers and conclusion of the Agreement
1. All Contractor's offers and quotes are non-binding and valid during the period specified therein. If no validity period is stated, the offer is valid for 14 days.
2. An Agreement is concluded as soon as the Client accepts a quote or offer from the Contractor. Acceptance can be made in writing, by e-mail or orally (including by telephone), unless otherwise stated.
3. If the Client's acceptance differs from the offer included in the offer, the Contractor is not bound by it. The Agreement will then not be concluded in accordance with this deviating acceptance, unless the Contractor indicates otherwise in writing.
4. Implementation of the Agreement
1. Contractor will execute the Agreement to the best of its knowledge and ability, but is not responsible for achieving a certain (shared) result.
2. Contractor can have certain activities carried out by third parties (subcontractors). The Contractor remains ultimately responsible for the quality and timely execution of these activities, unless otherwise agreed in writing.
3. The Client ensures that all information that the Contractor indicates is necessary or that the Client should reasonably understand is necessary for the execution of the Agreement is provided to the Contractor in a timely manner. If it is not (timely) provided, the Contractor can suspend the execution of the Agreement or charge additional costs.
5. Change and additional work
1. If the Client subsequently wishes to make changes to the Agreement or expands the scope of the assignment (additional work), this will lead to a new agreement about the price and/or delivery time.
2. If the additional work is necessary due to circumstances beyond the Contractor's control (e.g. incomplete information or additional rounds of corrections), the Contractor is entitled to charge the costs reasonably incurred for this.
6. Delivery times
1. Specified (delivery) deadlines are never fatal terms. Merely exceeding an agreed (delivery) period will not put the Contractor in default.
2. If there is a risk of exceeding a period, Contractor and Client will consult as soon as possible to find an appropriate solution.
7. Audio applications (video)
1. Music
For music used in a video production, rights must be transferred to the copyright organization Buma Stemra. These copyrights are divided into a STEMRA section, the use of stock music merged with video images, and the BUMA section when videos including sound are made public via the Internet or other public channels. The STEMRA costs have already been paid by VineVisuals. For the BUMA costs, the client is responsible for registration and payment.
2. Voice-over & subtitles
For productions that use one or more voice-overs or subtitles, the costs fall under the additional costs and are added to the final invoice. Unless otherwise agreed.
8. Rates and Payments
1. All rates mentioned do not include VAT and any other government levies, unless otherwise indicated.
2. Unless otherwise agreed, the Client will receive an invoice after (partial) completion of the work or periodically (for long-term projects).
3. Invoices must be paid within 14 days of the invoice date, unless otherwise agreed in writing. If the Client does not pay on time, the Client will be in default without notice of default. From that moment on, the Client owes statutory interest on the outstanding amount and all (extra) judicial collection costs (in accordance with the Collection Costs Act).
9. Cancellation and cancellation
1. If the Client cancels a given order in whole or in part, the Contractor will fully charge the costs already incurred and work already performed.
2. If the Agreement is a continuing performance agreement (e.g. maintenance, hosting, periodic services), a notice period of 1 month applies, unless otherwise agreed in writing.
3. In the event of bankruptcy, suspension of payment or debt restructuring on the part of the Client, the Contractor is entitled to terminate the Agreement with immediate effect, without owing (damage) compensation.
10. Liability
1. The Contractor is not liable for damage, of whatever nature, caused by the Client providing incorrect or incomplete information.
2. Any liability of the Contractor is limited to the amount that, in the relevant case, is paid out under the Contractor's (possible) professional/liability insurance. If the insurer does not pay out, liability is limited to a maximum of the invoice amount (excluding VAT) for the activities to which the liability relates.
3. Contractor is never liable for indirect damage, including consequential damage, lost profit, missed savings and damage due to business interruption.
11. Intellectual Property Rights
1. All intellectual property rights, including copyrights, that arise from the work carried out in principle belong to the Contractor, unless otherwise agreed in writing.
2. If the Agreement (partly) involves the transfer of intellectual property rights, this transfer only applies after the Client has paid the fees due in full.
3. The Contractor can keep files and materials (such as concepts, mockups, source files, video files) etc. with him, unless otherwise agreed.
4. The Client is not allowed to make changes to the designs, works or products delivered without written permission from the Contractor.
12. Travel & Stay
1. All travel and accommodation costs are considered as additional costs and are not included in the quote unless otherwise stated. These, together with the supporting documents, are separately added to the final invoice.
2. For kilometers driven, VineVisuals charges a fee of €0.35 per km driven.
1.3 Advertisements
1. Any complaints about the work performed or products delivered must be reported in writing to the Contractor within 7 days of discovery (but no later than 14 days after completion).
2. Submitting a complaint does not suspend the payment obligation.
14. Confidentiality
1. Parties are obliged to maintain the confidentiality of all confidential information they have obtained under the Agreement.
2. Information is considered confidential if it has been provided by a party or if this reasonably results from the nature of the information.
15. Force majeure
1. In the event of force majeure (such as disruptions in the internet or telecommunications infrastructure, fire, power failure, extreme weather conditions, pandemics, illness or unavailability of necessary materials or third parties) that temporarily or permanently prevent compliance with the Agreement, Contractor is entitled to suspend or terminate the Agreement in whole or in part.
2. In that case, the Contractor is not obliged to pay any compensation.
16. Applicable law and disputes
1. This Agreement and all resulting agreements are exclusively governed by Dutch law.
2. Disputes will be submitted to the competent court in the district where the Contractor is located, unless mandatory law prescribes otherwise.
17. Other provisions
1. If any provision of these General Terms and Conditions is found to be null and void or annulled, the validity of the other provisions of these General Terms and Conditions will remain in full force and effect. In that case, the parties will consult to agree on a replacement provision, taking into account the purport of the original provision as much as possible.
2. Contractor can change or supplement the General Terms and Conditions at any time. The most current version is available at vinevisuals.com. Changes take effect 14 days after the Contractor has notified the Client or published this on the website.
Questions?
For questions or comments about these Terms and Conditions, please contact us at info@vinevisuals.com or by phone at +3171 5327 056.