2twintig PR, established and office-based in Rotterdam at Oostzeedijk 138, 3063 BJ, Chamber of Commerce 24384443.
Article 1 Definitions
In these general terms and conditions the following terms have the following meanings:
220: 2twintig PR B.V.
client: the counterparty of 220
Article 2 Application
- These general terms and conditions apply to all services by or on behalf of 220.
- Terms or conditions set by the client that deviate from, or that are not appearing in these terms and conditions are only binding if and insofar as these have been explicitly accepted in writing by 220.
Article 3 Offer
- 220 provides a quotation or proposal incl. quotation.
- All our offers are without obligation. They are valid for 30 days unless otherwise indicated. 220 is bound by the offer only as the acceptance of this offer has been confirmed by the client in writing within 30 days.
- A final offer follows in the form of an assignment confirmation.
- Offers can be changed by (unforeseen) change in work, change in the assignment or price increase of raw materials and products or higher purchasing costs for services. 220 will the inform the client as soon as possible.
Article 4 Acceptance of the assignment
- The client must accept the assignment confirmation explicitly and in writing by signing it, unless otherwise agreed. If the client fails to do so, but nevertheless agrees, or gives the impression that 220 is performing work under the agreement, then the offer is considered accepted and these general conditions apply.
- The offer is also considered accepted as soon as a prepayment or the agreed compensation has been paid.
- 220 reserves the right to refuse an assignment if after acceptance new information becomes available which makes implementation for 220 unacceptable or unwanted.
- After acceptance, the agreement can only be changed by mutual consent 220 is then entitled to adjust the fee owed for the assignment.
Article 5 Performance of the assignment
- Work is performed according to the description in the proposal and / or the assignment confirmation, unless agreed otherwise.
- Client must provide 220 with all information, permission, licenses and permits necessary for the performance of the assignment.
- If due to defects in obligations of the client, 220 cannot deliver on time, not completely or not at all, this will be the clients responsibility.
Article 6 Third parties
- Client authorizes 220 to engage third parties and assignthird parties on behalf of the client for execution of the assignment.
- The price for third-party products or services is set in the quotation. 220 is in all cases entitled to adjust these prices for third-party products and / or services if this is the result of an agreement between 220 and the external supplier, a price adjustment from the supplier or due to exchange rate differences.
- 220 will pay third parties upon receipt of payment from the client, on condition that the offered services and / or delivered goods are approved and all further obligations are met. 220 will make efforts for timely payment bytheir client, so that payment to third parties is possible within 60 days after the invoice date.
- 220 is not liable for shortcomings of the third parties engaged.
Article 7 Compensation and costs
- 220 concludes an agreement for:
– a defined project with a fixed fee;
– work on an hourly basis according to agreed hourly rates between 220
– an agreement in which a monthly fee has been agreed.
- For contracts with a term of one year or longer, a periodic compensation will be agreed.
- If it is plausible that 220 has incurred higher costs and / or carried out additional work which was reasonably considered necessary, 220 will pass those costs on to the client. 220 will, insofar as reasonably possible, inform the client in advance of this additional work and / or this higher costs.
- When 220 has to pre-finance the purchase of goods or services, 220 will charge a 15% surcharge on this price.
- The prices in the quotations in question are excluded VAT, 15% charge on out-of-pocket costs and travel hours (€ 75 per hour), unless otherwise specified.
Article 8 Terms of payment
- When client has certain billing procedures prescribed or otherwise sets out more requirements for invoices than provided by law, , the client must contact 220 prior to the start of the assignment and send all the necessary information for correct billing, such as a PO number, address details and any forms to be filled in. 2. 220 will send a (digital) invoice to client for the owed amount, unless otherwise specified.
- 220 is entitled to issue a partial invoice at any time during the project or ask for a deposit of 50% of the quotation amount required, unless explicitly agreed otherwise. 4. For an agreement longer than 3 months billing is allowed monthly in the first week, unless otherwise agreed. .
- Unless otherwise agreed the payment term is 30 days after invoice date.
- If an invoice is not paid within the payment term, a contractual interest of 3% per month over the invoice amount shall be payable. whereby a part of a month applies as full month.. The client is charged with extrajudicial collection costs in the amount of 15% of the invoice amount, with a minimum of€ 150,- .
- In case of liquidation, bankruptcy or suspension of payment of the client, all 220 claims and obligations vis-à-vis the client shall be immediately due and demandable.
Article 9 Cancellation, suspension and termination of the agreement
- If an invoice is not paid within the payment term, 220 can, after the client has been informed , suspend all work for the assignment until the amount on the invoice has been paid.
- In case of dissolution of the agreement by the client, 220 can at least charge the down payment, or 25% of the agreed amount fee for the assignment. When 220 on behalf of the assignment has already incurred costs and / or has performed work, 220 will charge these costs and compensation for the work. 3. When the client cancels or dissolves the agreement without financial compensation, 220 reserves the right to use the manufactured works for other projects.
- Premature termination of an agreement with a fixed term of less than a year is not possible without completing the agreed budget.
- 220 and the client are entitled to terminate the agreement with a notice period of 2 months.
Article 10 Confidentiality
- 220, the client and third parties engaged for the agreement, will use mutually confidential information, including but not limited to trade secrets and business information, no further than strictly necessary for the execution of the agreement.
- At the end of the agreement, parties must submit confidential other party’s information they possess, destroy it and remove it from their archives.
- Insofar as 220 will have access to personal data, it will treat them as prescribed in the Personal Data Protection Act (NL: Wet Bescherming Persoonsgegevens – WBP). The client must have taken the right measures to ensure that working with these data is both practically and legally possible for 220, including but not limited to the necessary consent of persons, the taking care of a processor agreement and other necessary measures in accordance with the WBP
- The client accepts and acknowledges that 220 is not entitled to give the client access to the personal data of journalists and social influencers without their prior written permission.
Article 11 Intellectual property
- All works for the assignment made by 220 proposed designs belong to the client, provided that the fee has been paid by the client
- The client grants 220 a license to use the manufactured works for their portfolio and make it public on their website, through their social media, in print and in presentations, unless stated otherwise.
- If the assignment relates to the multiplication of other work of intellectual property, including but not limited to use of images, the client must take care of a suitable license and indemnifies 220 against any third-party claims with regard to that intellectual property right.
- If the client supplies works or other material to third parties, of which 220 is entitled, without 220’s permission , 220 will charge her damage, including costs related to detection and enforcement, to the client.
Article 12 Liability
- 220 is not liable for any damage incurred by the client, unless there is evidence of intent or gross negligence on the part of 220 or its representatives.
- 220 will always let the client check all produced content and works for accuracy. 220 is therefore not liable if errors occur in this case.
- 220 is not responsible for damage to or loss of files that 220 has supplied to the client.
- The client indemnifies 220 against third-party claims that arise from or are related to the consultand the execution by 220
- In case of an attributable default 220 must be notified of default in writing. and must be given a reasonable period of time to still fulfil its obligations, correct any errors and limit or eliminate damage. When the insurer does not proceed to paymentor the damage is not covered by the insurance, then the liability will never exceed the amount of the invoice. When there is a long running assignment, the liability never arises the amount of the fees paid in the previous three months.
Article 13 Publication
- 220 may include the client in its client list, and use a shortdescription of the client and the name and brand for publicity purposes and PR activities.
Article 14 Recruitment
- Client agrees not to actively approach employees of 220, directly or through a third party, aiming on an employment. This applies starting atthe beginning of the implementation of the agreement up to 12 months after the end date of the assignment and / or termination of the agreement. This appliesunless client and 220 agree otherwise.
- When the client starts a contract with an employee of 220 and / or uses his / her services on an independent basis, the client will pay an amount to 220 which is equal to 120x the daily rate of € 1.120,- (8 x € 140,-). This must be paid immediately.
Article 15 Adjustment of the terms and conditions
- 220 reserves the right to change these terms and conditions. The most recent version of the general terms and conditions can be found on www.2twintig.nl.
Article 16 Applicable law
- On every agreement between 220 and the client, the Dutch law is applied.
- Disputes related to or arising from the legal relationship between client and 220, are exclusively submitted to the competent court in Rotterdam.