Article 1: Definitions
1. I Amsterdam Taxi, registered with the Chamber of Commerce under number 37143849.
2. The natural or legal person with whom Provider enters into an agreement to provide services and/or products.
3. The request by the Client to the Contractor to perform work in return for payment.
Work: All that the Contractor makes, undertakes or causes to be made and/or undertaken on behalf of the Client.
Article 2: Applicability
1.These general terms and conditions apply to all offers, agreements, resulting deliveries, services and obligations of any kind between the Contractor and its Clients. Deviations from these general terms and conditions shall only apply between the parties insofar as they have been agreed in writing.
Article 3: Offers
1.All offers and/or quotations made by the Contractor, whether verbally, in writing, by telephone, by fax or electronically, are entirely without obligation, unless a written quotation expressly states otherwise. Obvious mistakes or obvious errors in the offer are not binding on the Contractor.
2.Offers or quotations do not apply automatically to future assignments.
Article 4: Agreement
1.An agreement between the Principal and the Contractor is formed at the moment that the Contractor confirms an order from the Principal in writing or at the moment that the Contractor commences with the execution of the order.
2.Any additional agreements or amendments made at a later date shall only be binding if Contractor has confirmed this in writing.
3.The Contractor shall perform the Agreement to the best of its knowledge and ability and in accordance with the requirements of good workmanship.
Article 5: Execution of the Agreement
1.The Contractor shall perform the Agreement to the best of its knowledge and ability and in accordance with the requirements of good workmanship.
2.If and to the extent required for the proper performance of the Agreement, the Contractor will be entitled to have certain activities performed by third parties.
3.The Principal shall ensure that all information which the Contractor indicates is necessary or which the Principal should reasonably understand is necessary for the performance of the Agreement is provided to the Contractor in good time. If the information required for the performance of the Agreement has not been provided to the Contractor in good time, the Contractor has the right to suspend the performance of the Agreement and/or to charge the Principal the additional costs resulting from the delay in accordance with the customary rates.
4.The Contractor is not liable for damage of any kind because the Contractor has relied on incorrect and / or incomplete data provided by the Client, unless such incorrectness or incompleteness should have been known to the Contractor.
5.If it has been agreed that the Agreement will be performed in phases, the Contractor may suspend the performance of those parts that are part of a subsequent phase until the Client has approved in writing the results of the preceding phase.
6.If Contractor or third parties engaged by the Client perform work in the context of the Assignment at the Client’s premises or at a location designated by the Client, the Client shall provide the facilities reasonably required by those employees free of charge.
Article 6: Termination and suspension
1.The Contractor has the right to terminate the Agreement(s) with immediate effect, without notice of default or judicial intervention, if it appears that third parties are performing or have performed maintenance on products maintained by the Contractor.
2.Contractor has the right to terminate the Agreement(s) with immediate effect without notice of default or judicial intervention if Principal does not, improperly or incompletely comply with the Agreement(s) concluded with Contractor, including the accompanying terms and conditions.
3.Contractor has the right to terminate the Agreement(s) with immediate effect without notice of default or judicial intervention if the Client is declared bankrupt, has applied for or obtained a moratorium on payments or has otherwise lost free control over its assets. The Client shall then have no right to any compensation.
4.In the event of failure to fulfil one or more of its obligations correctly or in good time, the Principal will be in default without prior notice of default and without this giving rise to any liability on the part of the Contractor, as a result of which the Contractor’s obligations to fulfil its own obligations will be automatically and immediately suspended until such time as the Principal has paid in full what it owes, including payment of any interest and costs (including compensation for damages).
5.If it has been agreed that the Agreement will be performed in phases, the Contractor may suspend the performance of those parts belonging to a subsequent phase until the Principal has approved in writing the results of the preceding phase.
Article 7: Delivery
1.Contractor shall, upon receipt of the required data, start to create the agreed products and/or services as soon as possible.
2.All delivery periods described in offers or order confirmations made by the Contractor, as well as those given verbally by the Contractor, may never be regarded as firm deadlines, unless this has been explicitly agreed otherwise in writing.
3.Should Contractor not be able to fulfil his obligations within the agreed time of delivery, then I Amsterdam Taxi can only be put in default in writing, whereby I Amsterdam Taxi is granted a term of at least 14 days to fulfil its obligations.
4.Products made by Contractor shall be provided to Client in a manner to be specified (paper and/or PDF file via email).
Article 8: Liability
1.Any liability of Contractor is limited to the amount paid out in the relevant case under the liability insurance policy, increased by the amount of the excess which according to the terms of the policy is not for the account of the insurer. If no payment is made by the Contractor’s insurer, the liability of the Contractor and its employees will be limited to the fee charged in the case in question.
2.Contractor shall not be liable for damage of any kind arising from the fact that Contractor has relied on incorrect and/or incomplete information supplied by Client, unless such incorrectness or incompleteness should have been known to Contractor.
3.Without prejudice to the provisions of article 6:89 of the Dutch Civil Code, the right to compensation for damage shall in any case expire one year after the event from which the damage arose directly or indirectly and for which Contractor is liable.
4.Orders to production companies regarding the reproduction or publication of the text or design will be given by or on behalf of, on the instructions of and at the expense and risk of the Client.
5.The choice of third parties to be engaged by the Contractor will, where possible, be made in consultation with the Principal with due observance of the necessary care. Contractor shall not be liable for any shortcomings of these third parties. The Client authorizes Contractor to accept on its behalf any limitations of liability stipulated by third parties.
6.The Principal shall indemnify the Contractor against any claims from third parties who suffer damage in connection with the performance of the Agreement and which is attributable to the Principal.
7.The Contracted Party will not be liable for printing and typing errors originating in the Client’s delivery.
8.The Client cannot guarantee that the Client will receive more clients as a result of its work. The Contractor shall therefore not be liable if it appears that as a result of its work the Customer does not get more customers.
Article 11: Retention of title
1.All products, texts, advice, reports, proposals, and products of the mind in the broadest sense of the word, delivered and to be delivered, remain the exclusive property of Contractor until all claims Contractor has or will have against Principal, including in any case claims for interest and extrajudicial and judicial costs, have been paid in full.
2.When the Customer forms a new good from the products supplied by Contractor to which a retention of title applies, he/she acts on the instructions of Contractor in this formation and holds the good for Contractor. He/she will only become the owner at the moment when the retention of title lapses because all the Contractor’s claims have been settled.
ïthe Principal is not authorized to pledge or in any other way encumber the items subject to retention of title;
ïif third parties levy attachment on the goods delivered subject to retention of title or wish to establish or assert rights thereon, Principal is obliged to notify Contractor thereof as soon as may reasonably be expected;
ïthe Principal undertakes to insure and keep insured the items delivered under reservation of title against fire, explosion and water damage as well as against theft and to make the policy of this insurance policy available for inspection on demand;
ïin the event that the Contractor wishes to exercise his property rights as referred to in this article, the Principal hereby grants unconditional and irrevocable permission to the Contractor or third parties to be appointed by the Contractor to enter all those places where the Contractor’s property is located and to take back these goods.
Article 12: Intellectual property
1.Plans, presentations, texts, models, techniques, instruments and resources used in the execution of the Assignment and incorporated in the advice or research results are and remain the property of Contractor. The Client is expressly forbidden to reproduce, disclose or exploit products of the Contractor’s mind, in the broadest sense of the word, with or without the involvement of third parties. Publication may only take place after permission has been obtained from Octrooibureau Novopatent. The Client naturally has the right to reproduce documents for use within its own organization, insofar as this fits within the purpose of the assignment.
2.All items delivered by Contractor, including texts, designs, sketches, drawings, films, software, (electronic) files, etc., remain the property of Contractor. The Principal will receive from Contractor a license, unlimited in scope and duration, for the use of copyrighted works, which are produced by Contractor in the performance of the assignment on behalf of the Principal, on the understanding that the license will only apply as soon as and for as long as the Principal fulfils the financial obligations relating to the provision of the copyrighted work. The aforementioned license, however, applies exclusively to the use of the work concerned by the Principal himself or by persons or institutions that take over or continue the Principal’s work in such a way that they are identifiable with the Principal to that extent. Use by third parties is therefore not permitted without Octrooibureau Novopatent’s written permission. In so far as Octrooibureau Novopatent is authorized to do so, a license will also be granted, subject to the conditions specified above, for works produced by third parties for the Client as part of the execution of the order. If no provision is made for a use or print run, the first use and first print run will be deemed to have been agreed.
Article 9: Force majeure
1.In the event of force majeure, which shall in any case be understood to mean malfunctioning or failure of the Internet, the telecommunications infrastructure, power failures, civil commotion, mobilization, war, traffic congestion, strikes, lockouts, industrial disturbances, staff sickness, stagnation in supply, fire, flooding, If the force majeure situation has lasted longer than ninety (90) days, the execution of the order will be suspended or the agreement will be terminated, without any obligation to pay damages on both sides.
Article 10: Payment and collection
1.All amounts, both on the website, the offer and otherwise, are exclusive of VAT unless otherwise stated.
2.User fees must be paid in advance for the full duration of the agreement, unless a shorter billing period has been agreed.
3.Payment must be made, without suspension or set-off, within 14 days of the invoice date unless another payment period has been agreed. If payment is not made within this term, the Principal will be in default and the Principal will be liable for payment of the statutory interest as referred to in
4.If payment is not made within this period, the Principal will be in default and the Principal will be liable for payment of the statutory interest as referred to in article 6:119a of the Dutch Civil Code, as well as for all costs incurred by the Contractor in connection with the collection.
5.All judicial and extra-judicial costs relating to the collection of debts – with a minimum of 15% on the amount to be collected – shall be borne by the Client.
Article 11: Amendments to these General Terms and Conditions
1.The Contractor reserves the right to amend or supplement these General Terms and Conditions.
2.Amendments shall also apply to Agreements already concluded with due observance of a period of 30 days after notification to the Client, but only if the Agreements in question relate to the provision of services for a period of 12 (twelve) months or longer.
3.Contractor will seriously consider reported objections from the Client within this period, and may withdraw or modify the relevant amendments on the basis of these objections. If Contractor passes an objection, the Client obtains the right to terminate the Agreement by the end of this period.
4.If any provision of the Agreement and/or the general conditions proves to be invalid, this will not affect the validity of the entire Agreement and/or general conditions. In such a situation the Contractor and the Principal will agree on (a) new provision(s) by way of replacement, which will give shape to the intention of the original Agreement and/or general terms and conditions as much as is (legally) possible.
Article 12: Applicable law and disputes
1.The Agreement between the Client and the Contractor is governed by Dutch law. If a dispute cannot be settled amicably, the District Court of Amsterdam will have jurisdiction to settle the matter.