Terms & Conditions
Terms & Conditions
Digitalie Products & Services
Article 1 Definitions
- Digitalie, established in Neede, Chamber of Commerce number 51000695, is referred to as Digitalie in these general terms and conditions.
- The other party is referred to as the client in these general terms and conditions.
- With the agreement is meant the agreement of the project on which Digitalie performs work for the client against payment of a fee and in which the general terms and conditions have been declared applicable.
Article 2 Applicability of general terms and conditions
- These terms and conditions apply to all quotations, work, agreements and delivery of services and goods by or on behalf of Digitalie to which it has declared these terms and conditions applicable, insofar as these terms and conditions have not been explicitly deviated from in writing.
- The conditions also apply to actions of the third parties engaged by Digitalie in the context of the assignment.
- The latest version of these general terms and conditions is always applicable.
- The general terms and conditions of the client are expressly rejected.
- If one or more provisions in these general terms and conditions are wholly or partially invalid at any time or should be annulled, the remaining provisions in these general terms and conditions will remain fully applicable.
Article 3 Quotes
- If no acceptance period is set in the quotation, the quotation expires after 14 calendar days.
- Digitalie cannot be held to its quote if the client could reasonably understand that the offer, or a part thereof, contains an obvious mistake or error.
- Quotes do not automatically apply to follow-up requests.
Article 4 Rates and payments
- The agreement is entered into for a definite period, unless the nature of the agreement dictates otherwise or if the parties expressly agree otherwise in writing.
- The price states the price of the chosen service. Additional costs, such as costs for licenses or maintenance, are stated separately on the quotation. If travel costs are calculated, this will also be noted on the quote.
- If no fixed price has been agreed, the rate can be determined based on the hours spent. The quotation will provide an estimate of the number of hours required. This estimate is based on experience with similar projects. No rights can be derived from this estimate. If it appears that more effort is needed, the client will be notified of this temporarily. The final invoiced amount is calculated according to the usual Digitalie hourly rates based on hours used.
- The acceptance of the offer creates an obligation to pay. Digitalie reserves the right to request a deposit. Unless otherwise agreed by the parties, the remaining part of the payment will be paid after 8 weeks, but in any case before going live, or access to the functionality of the content made will be paid. Ownership of the website will never be transferred until the full payment has been made.
- For long-term agreements or subscription types, Digitalie is entitled to invoice in (monthly) instalments. It is thereby also entitled to suspend the contract until the next payment is made.
- The rates agreed upon entering into the agreement are based on the price level applied at that time. Digitalie has the right to adjust the fees annually.
It also has the right to adjust the reimbursements at any time when changed circumstances so require. Adjusted rates are communicated to the client as soon as possible.
- If necessary, the client will receive an extra invoice for costs not yet invoiced for additional work caused by changed wishes or circumstances. Additional work will be communicated to Digitalie in a timely manner by Digitalie and will only be carried out after approval.
- Additional work may arise from, among other things, revisions that take place outside the standard agreed revision rounds for minor adjustments and corrections after an initial display or changed wishes of the client.
- Invoices must be paid within 14 calendar days of the invoice date unless the parties have made different arrangements in writing or a different payment term is stated on the invoice.
- If the client fails to pay an invoice on time, it is legally in remiss and owes statutory interest. The interest in the claimable amount will be calculated from the moment that the client is negligent until the moment of payment of the full amount due.
- If the client is in remiss or neglecting the fulfilment of his obligations, all reasonable costs for obtaining satisfaction out of court will be borne by the client.
- In the event of liquidation, bankruptcy, seizure or suspension of payment of the client, the claims of Digitalie are immediately claimable.
Article 5 Provision of information to the client
- The client makes all information that is relevant for the execution of the assignment available to Digitalie promptly and on time.
- The client is responsible for the accuracy, completeness and reliability of the information made available, even if it originates from third parties. Digitalie will treat the data confidentially.
- The client indemnifies Digitalie against any damage resulting from non-compliance with the provisions of this article.
- If the client does not make the required data available or does not make it available on time and the execution of the assignment is delayed as a result, the resulting additional costs will be borne by the client.
Article 6 Execution of the agreement
- Digitalie executes the project to the best of its knowledge and ability. It is not liable for failure to achieve the result that the client intended.
- Because the services of Digitalie are delivered online, it cannot guarantee that its services can be reached at any time at any location.
Article 7 Change and cancellation
- In the event of unforeseen circumstances, Digitalie has the option to interrupt, move or cancel the work. Unforeseen circumstances include the case of illness or circumstances that arise concerning materials that are necessary for the proper performance of the agreement. Digitalie makes a change as referred to in this paragraph known to the client as soon as possible.
- If during the execution of the agreement, it appears that for proper implementation, it is necessary to change or supplement work, the parties will adjust the deal in time and after consultation.
- Cancellation by the client of an agreement is only possible in writing. Cancellation after commencement of work for a Hands-on process results in the obligation to pay for the hours performed up to then. The client is never entitled to use the work, including but not limited to designs unless the fully offered work is completed and paid for. The following cancellation conditions apply to individual services:
– Online marketing magic VIP day: if cancelled up to 7 calendar days before the start, 50% of the costs will be charged; cancellation within 7 calendar days results in full payment.
– For “Site that shines” services and the Magical Review Newsletter, 50% of the costs will be charged if cancelled before the commencement of the work. If the work has been started, the entire amount will be charged.
– If a Momentum session is cancelled up to 72 hours before the start, 50% of the costs will be charged; if cancelled within 72 hours, this is 100%.
– For the three-month mentor session, 35% will be charged if cancelled before the start of the program; 70% if cancelled within a month after the start and 100% after the mentorship has been running for a month.
- A website maintenance subscription has a duration of at least 12 months and a cancellation period of at least one month. If the subscription is not cancelled, it will be extended by another 12 months.
- Social media management has a duration of at least 6 months with a cancellation period of one calendar month.
- For services purchased from third parties, including hosting, domain names and licenses, the third-party provider’s terms apply, which are subject to possible changes. These services are extended if the client does not cancel at least one calendar month in advance.
Article 8 Force majeure
- In the event of force majeure, Digitalie is entitled to interrupt, move or cancel the work. Force majeure exists, among other things, if the performance of the work is prevented, temporarily or otherwise, by circumstances beyond the control of Digitalie, such as illness, accidents or fire.
- If a situation as described in the first paragraph of this article occurs, the obligations of Digitalie towards the client will be suspended as long as it cannot meet its requirements. If this situation lasts longer than 30 calendar days, both parties have the right to terminate the agreement in writing. A claim arises immediately on the costs incurred up to then.
Article 9 Liability for damage
- Digitalie is not liable for damage resulting from this agreement unless the damage was caused intentionally or with gross negligence.
- Digitalie is not liable for damage caused by incorrect or incomplete information provided by or on behalf of the client.
- The client remains responsible at all times for the application or execution of knowledge or actions as advised by Digitalie.
- The client is ultimately responsible for checking the quality of the work delivered and making full backups on time, where applicable.
- Digitalie is not responsible for acts and actions, including delays, caused by suppliers.
- Digitalie is not liable for situations that are beyond its reach, including hacks, data loss or unreachability of the website due to network failures.
- Digitalie is not liable for the consequences of any modification by third parties.
- If Digitalie owes compensation to the client, the damage is no more than the amount paid out by the liability insurance, or Digitalie has invoiced it to the client.
- The client indemnifies Digitalie against all claims from third parties that are related to the services and goods it has supplied.
Article 10 Special provisions
- After delivery of a website by Digitalie, the client is responsible for the content thereof, unless otherwise agreed.
- If there is a defect on the website due to the fault of the client, Digitalie can be called in to repair this defect. These additional costs will be quoted and invoiced separately unless a maintenance package has been purchased.
- It is not permitted to use services made available by Digitalie for acts and behaviour that are contrary to the law, good morals and public order. This includes, but is not limited to, spamming, the distribution of child pornography, sexual harassment, discrimination, threats and hacking.
- Digitalie is entitled to disable the access to and use of the services provided if the client acts contrary to the provisions of the previous paragraphs. Claims will not be cancelled.
- A login is personal, and its use is only for the client. The client is not permitted to allow others to use his login or to make it available to third parties without the prior explicit permission of Digitalie. Digitalie is not responsible for the consequences that arise when login details are provided to third parties.
Article 11 Special provisions for the purchase of digital products
- Immediate access is provided with the purchase of a downloadable or training. These purchases are therefore excluded from the right of cancellation.
- A downloadable can only be used for 1 website. When used for multiple websites, the product must be purchased again.
- Access to online training is personal and may not be passed on to a third party.
Article 12 Workshops
- Digitalie reserves the right to make changes to the dates and location of a workshop. If Digitalie changes the location or date, the client has the right to cancel within 72 hours after notification of the change or to register for a workshop at a later time free of charge. Any refund of the amount already paid by the client takes place within 10 working days after the change.
- If the client is unexpectedly prevented from attending a workshop, the following cancellation conditions apply: the client is entitled to transfer the proof of purchase to another person, as long as this other person meets the same requirements for participation and the new information is sent to Digitalie no later than three days before the start of the workshop. The client is under no circumstances entitled to reclaim the purchase costs in the event of impediment, as Digitalie has incurred costs.
- Contrary to what is stated in paragraph 2 of this article, different conditions of an event platform such as “Eventbrite” may apply to the purchase of tickets for a workshop.
- If video recordings are made during a workshop by the client, this must be made known to Digitalie at all times, and it is expressly forbidden to use these recordings for purposes other than personal use. If other participants are on this visual material, permission from them is also required. Images in which parts of the content of the workshop are visible may only be shared to the extent and with mention of the name of Digitalie.
- Digitalie reserves the right to exclude participants who, due to their behaviour, hindering or complicating the course of a workshop, from further participation in the relevant workshop or future workshops. The exclusion does not affect the obligation to pay the costs for the workshop in question.
Article 13 Intellectual Property
- The intellectual property rights to the content, materials, goods, services, programs, codes and advice provided by Digitalie to the client rest with Digitalie. The client is expressly not permitted to reproduce, make public or make available to third parties without prior permission.
- Digitalie remains the owner of the content, source code and software unless stated otherwise. The client only has the right to use.
- Content may only be used for the previously agreed purposes and media. A separate license must be purchased for additional use.
- The client is not entitled to change the content provided without prior permission from Digitalie.
- Digitalie has the right to publish the content or to release the website, after full payment of the amount due.
- The client must state the name of Digitalie in the footer of the website when it is responsible for the design or build thereof. If the client, with the permission of Digitalie, makes small changes to the website, it will be determined in mutual consultation to whom the copyright of the entire website will be credited to.
- The client gives Digitalie permission to use visual material for its portfolio.
- The client himself is responsible for the content of the website and the ongoing permission thereof. The client must respect the intellectual property of third parties and indemnifies Digitalie against any claim by third parties. An investigation into the existence of such rights is not part of any agreement that Digitalie enters into.
Article 14 Confidentiality
- Both parties are bound to maintain the confidentiality of all confidential information that they have received in the context of their agreement. The client is referred to the privacy statement for more details.
Article 15 Complaints and revisions
- The client is obliged to inform Digitalie in writing and with reasons about complaints about quotations, invoices and / or the services or goods delivered within 14 calendar days after the occurrence of the complaint.
- If a defect is reported later, or feedback is not received at the agreed times, or 2 revisions have already taken place, the client no longer has an absolute right to repair, replacement or compensation within the current agreement. Changes will be processed outside the agreed rounds based on Digitalie’s hourly rate.
Article 16 Dispute settlement
- Dutch law applies to these terms and conditions.
- Parties will only appeal to the courts after they have made every effort to settle a dispute in mutual consultation.
- All disputes will be settled by the competent court in the district in which Digitalie is located.
- Contrary to the legal limitation periods, the limitation period of all claims and defences against Digitalie and the third parties involved is 12 months.