TERMS & CONDITIONS
These General Terms and Conditions apply to all services provided by Nex10, a web design and digital agency. By entering into an agreement with Nex10, the client agrees to these terms.
GENERAL TERMS:
1. DEFINITIONS
- Nex10: Nex10, located in the Netherlands, providing digital and web design services.
- General Terms: These general terms and conditions of Nex10.
- Service: The service provided by Nex10.
Intellectual Property - Rights: All intellectual property rights including copyrights, trademark rights, patent rights, trade name rights, database rights and related rights, as well as associated rights such as rights to know-how and domain names.
- Client: You, the client and counterparty of Nex10 under the Agreement.
- Agreement: The agreement between Nex10 and the Client in which the specifications of the Services are recorded.
- Party/Parties: Nex10 and/or the Client.
2. APPLICABILITY
These General Terms apply to every Agreement between Nex10 and the Client. Any general terms and conditions of the Client are explicitly rejected.
Deviations and additions to the Agreement are only valid if agreed in writing by both Parties.
If Nex10 engages third parties to provide the Services, these General Terms also apply to the execution of the Services by that third party.
Nex10 is entitled to amend these General Terms. Substantive changes take effect one (1) month after publication. Changes do not affect an existing Agreement.
3. FORMATION OF AGREEMENT
Quotations and offers made by Nex10 are non-binding unless a validity period is stated in the offer. If no period is specified, the offer expires after one month.
If the Client issues an assignment to Nex10 without a prior offer, Nex10 is only bound after written confirmation.
An offer covering multiple Services does not oblige Nex10 to provide part of the Services for a proportional part of the price.
Quotations, offers, price estimates and rates do not automatically apply to repeat orders or new projects.
4. THE SERVICE
Nex10 performs its Services on a best-effort basis and offers no guarantee regarding the results unless explicitly agreed otherwise in writing.
Nex10 shall execute the Agreement to the best of its ability and in accordance with professional standards. If necessary, Nex10 has the right to subcontract certain work to third parties.
Agreed timelines are only strict deadlines if explicitly stated in writing. Otherwise, all timelines are indicative.
Nex10 may execute the work in phases and invoice each phase separately.
5. CLIENT OBLIGATIONS
The Client agrees to provide all necessary information and cooperation required for Nex10 to deliver the Services. Nex10 may suspend its work if the Client fails to meet these obligations and is not liable for any resulting delays or damages.
6. TERMINATION OF AGREEMENT
The term of the Agreement is specified within the Agreement itself.
Nex10 may terminate the Agreement at any time in writing with a one-month notice period, without being liable for any damages or compensation.
Contrary to Dutch Civil Code article 7:408, the Client may not terminate the Agreement prematurely.
Each Party may terminate the Agreement immediately in the event of bankruptcy, suspension of payment, or liquidation of the other Party.
If Services have already been provided at the time of termination, the Client must pay for those Services. Amounts invoiced prior to termination remain due and payable.
The Client is responsible to third parties for consequences of cancellation and shall indemnify Nex10 against third-party claims.
7. FEES AND PAYMENT
All amounts in offers or Agreements are in Euros and exclusive of VAT and other government-imposed levies unless stated otherwise.
Invoices must be paid within 30 days of the invoice date. Late payment constitutes default without the need for a notice.
If the Client disputes an invoice, they must notify Nex10 immediately and provide evidence. Disputing an invoice does not suspend the obligation to pay the undisputed part.
Nex10 may change its rates at any time and will inform the Client at least two (2) months in advance. The Client may terminate the Agreement before the rate change takes effect, observing a one-month notice period.
Nex10 may annually adjust its rates in line with the Dutch Consumer Price Index without this constituting grounds for termination.
8. INTELLECTUAL PROPERTY RIGHTS
All Intellectual Property Rights on materials provided by the Client remain the property of the Client. The Client grants Nex10 a worldwide, non-exclusive, sublicensable license to use the materials for the execution of the Agreement.
Intellectual Property Rights held by Nex10 before the Agreement remain with Nex10.
New Intellectual Property Rights created during the Agreement will be owned by Nex10.
Upon full payment, the Client receives a limited, non-transferable, non-exclusive license to use the results of the Services.
9. LIABILITY
Nex10 is only liable for direct damages.
Direct damages include:
- Physical damage to goods
- Reasonable costs to prevent damage
- Reasonable costs to determine the cause and extent of damage
- Reasonable costs to ensure performance as per the Agreement
Nex10 is not liable for indirect damages such as lost profits, revenue, or business opportunities.
Nex10’s liability is limited to the amount paid by the Client under the Agreement.
Claims for damages expire one (1) year after the event causing the damage.
10. MISCELLANEOUS
The Client may not transfer rights and obligations from the Agreement to third parties without Nex10’s written permission.
If any provision of these terms is invalid or unenforceable, the remaining provisions remain in effect. Parties will replace the invalid provision with one that reflects the original intent.
Dutch law applies to all Agreements. Disputes will be submitted to the competent court in the district where Nex10 is established.
11. CONTACT
For questions about these terms, please contact us at:
- info@nex10.nl
