Terms and conditions

Terms and conditions Ellen van der Velden

- Conditions are standard of the Association for Dutch Designers (BNO)
- Prices mentioned on the website include VAT, shipping and design costs
- No administration costs or payment costs are charged on Ellenvandervelden
- Birth announcements can not be returned after ordering!
- Wallpaper and prints can not be returned after ordering!
- If there is transport damage on one of our products we will damage the damaged one
  to make new goods and send them free of charge.


BNO conditions:
1 Agreement, offer and confirmation
1.1 These general terms and conditions (hereafter: General Terms and Conditions) apply to all
Quotes and the realization, content and fulfillment of all between the client
And the contractor (hereafter: designer) concluded agreements. Deviations on this
Terms and Conditions can only be agreed in writing between
Client and designer.
1.2 Offers are without obligation and are valid for 2 months. Price quotations can be changes
Undergo an unforeseen change in the work. Prices are exclusive
VAT. Mentioned rates and offers do not automatically apply to future ones
Assignments. The client guarantees the correctness and completeness of the by or
Information provided to the designer on her behalf on which the designer bases the bid.
1.3 Orders are confirmed by the client in writing. When the
Client fails to do this, but nevertheless agrees that the designer starts with it
Execution of the assignment, then the content of the quotation applies and agreed
These Terms and Conditions apply. Further verbal agreements and stipulations
Bind the designer only after they have been confirmed by the designer in writing.

2 The execution of the agreement
2.1 The designer makes every effort to carry out the assignment carefully and independently,
To represent the interests of the client to the best of his knowledge and to strive for one
Useful result for the client, such as a reasonable and professional
Acting designer can and may be expected. As far as necessary, the
Designer keep the client informed of the progress of the
Work.
2.2 The client does all that is reasonably necessary or desirable to timely and
The right delivery by the designer, such as the timely delivery of
Complete, sound and clear data or materials, of which designer indicates or
Which the client understands or must reasonably understand, that this is necessary
Are for the execution of the agreement.
2.3 A term specified by the designer for the execution of the assignment is indicative,
Unless otherwise agreed in writing.
2.4 Unless otherwise agreed, the assignment of the designer is not:
A. Carrying out tests, applying for permits and assessing whether
Instructions from the client comply with legal or quality standards;
B) conducting research into the existence of rights, including patent rights,
Trademark rights, drawing or design rights, copyrights or portrait rights of third parties;
C) conducting research into the possibility of the possibility referred to in sub b. intended
Forms of protection for the client.
2.5 Before carrying out production, reproduction or publication
Enable parties to give each other the latest models, prototypes or tests of it
Check and approve the result.
2.6 Deviations in the (final) result compared to what has been agreed are not
Reason for rejection, discount, compensation or dissolution of the contract,
If these deviations, taken into account in all circumstances, are reasonable
To be subordinate.

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2.7 Complaints will be made as soon as possible, but in any case within ten working days
Completion of the assignment, communicated to the designer in writing, failing which
The client is deemed to have fully accepted the result of the assignment.

3 Enabling third parties
3.1 Unless otherwise agreed, assignments to third parties in the context of the
Execution of the assignment, provided by or on behalf of the client. At the request of the
The client can, at the expense and risk of the client, as the designer
Authorized representative. To this end, the parties can pay a fee to be paid in more detail
Agree.
3.2 When the designer, at the request of the client, a budget for costs of
Third parties, this budget is indicative. If desired, the designer can work on behalf of the
Request quotations from the client.
3.3 In the execution of the assignment the designer according express agreement
Owns goods or services from third parties for their own account and risk, after which they
Goods or services are passed on to the client, then the
Provisions from the general conditions of and / or separate agreements with the supplier
With regard to the guarantee and liability also towards the client.
3.4 When the designer, whether or not in the name of the client, orders or
Directions to production companies or other third parties, the client will
At the request of the designer, the provisions referred to in article 2.5 of these General Terms and Conditions
Confirm written approval.
3.5 The client does not engage third parties without the consultation of the designer when that is of
Can influence the execution of the assignment as agreed with the designer.
Parties will discuss which other contractors will be involved
And which activities are assigned to them.
3.6 The designer is not liable for errors or defects in products or services of by
Or third parties engaged on behalf of the client, whether by the designer or not
Have been introduced. The client must address these parties themselves. The designer
Can provide assistance if required.

4 Rights of intellectual property and property rights
4.1 All rights of intellectual property arising from the assignment - including it
Patent law, trademark, drawing or design right and copyright on the results from the
Assignment come to the designer. Insofar as such a right can only be obtained
By a depot or registration, only the designer is authorized, unless
Otherwise agreed.
4.2 The parties may agree that the rights referred to in the first paragraph are fully or
Partially transferred to the client. This transfer and any
Conditions under which the transfer takes place are always recorded in writing. Tot
The moment of transfer, a right of use is granted as regulated in article 5 of
These Terms and Conditions.
4.3 The designer has the right to enter his / her name at all times, at, or in publicity around
The result of the assignment - in the usual way for that result -
Mention or delete. The client is not allowed without prior permission
Permission of the designer the result without mentioning the name of the
To publish or reproduce a designer.
4.4 Unless otherwise agreed, the designer remains under the contract
Created (originals of the) results (such as designs, design sketches,
Concepts, advice, reports, budgets, estimates, specifications, working drawings,
Illustrations, photos, prototypes, models, molds, prototypes, (partial) products, films, (audio-
And video) presentations, source codes and other materials or (electronic) files, etc.)
Property of the designer, regardless of whether it is for the client or third parties
Have been made available.
4.5 After completing the assignment, neither the client nor the designer have any obligations
Each other a retention obligation with regard to the materials and data used, unless
Otherwise agreed.

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5 Use of the result
5.1 When the client fully complies with his obligations under the
Agreement with the designer, he obtains the right to use the result of the
Assignment in accordance with the agreed destination. Are there about the destination
No agreements have been made, the right of use is limited to that use, for which the
Assignment (apparently) has been provided. The right to use is exclusive unless from the nature of the
Agreement otherwise or otherwise agreed.
5.2 When the result also relates to works that are subject to third-party rights
Rest, parties make additional agreements on how the use of these works will be
Settled.
5.3 The client is not entitled to the result of the work without written permission
Order, to reuse or to use it in a broader or different manner than is the case
Agreed, or to have it done by third parties. The designer can handle this
Consent to conditions, including the payment of fair compensation.
5.4 In case of not agreed broader or other use, also included below
Modification, mutilation or impairment of the preliminary or final result, the
Designer is entitled to compensation for infringement of his / her rights of at least three
Times the agreed fee, or at least a fee that is reasonable and
Fairness is proportionate to the committed infringement, without any other right
Lose.
5.5 The client is not (any longer) allowed to deliver the results made available
Use and any right granted to the client in the context of the assignment
Use will lapse, unless the consequences thereof are contrary to the reasonableness and
Fairness:
A. from the moment the client his (payment) obligations under the
Does not comply or does not fully comply with the agreement or is otherwise in default;
B. if the assignment is terminated prematurely for reasons mentioned in article 8.1 of
These Terms and Conditions;
C. in case of bankruptcy of the client, unless the relevant rights
In accordance with article 4.2 of these General Terms and Conditions to the client
Have been transferred.
5.6 The designer has the freedom, taking into account the interests of the client
To use the results for own advertising, procurement, promotion,
Including competitions and exhibitions and the like, and to loan them
When physical results are involved.

6 Fees and costs
6.1 The designer is entitled to a fee for the execution of the assignment. This is possible
Consist of an hourly rate, a consultancy fee, a fixed amount, whether or not related to
The project sum or any other compensation to be agreed between the parties.
6.2 In addition to the agreed fee, the costs incurred by the designer for the
Execution of the assignment, such as office, travel and accommodation costs, costs for prints,
Copies, (printing) tests, prototypes, and costs of third parties for advice, production and
Guidance and the like, for reimbursement. These costs become as much as possible
Pre-specified, except when a storage percentage is agreed.
6.3 If the designer fails to provide full, reliable and in time or not
Clear data / materials, by a modified or incorrect assignment or briefing, then
However, due to external circumstances, more or other work is required
Perform, these activities will be honored separately, based on the
Customary fees charged by the designer. The designer will be the
Inform the client in advance, unless this is not possible due to circumstances or
Does not allow the nature of the work postponement.
6.4 When the execution of the order is delayed or interrupted by
Circumstances that can not be attributed to the designer, then the
The client is obliged to reimburse any costs that this entails. The
Designer will try to limit the costs as much as possible.

3/5 General Terms and Conditions / February 2013.1
7 Payment and suspension
7.1 All payments must be made without deduction, settlement or suspension, within
30 days after the invoice date, unless otherwise agreed in writing or the invoice otherwise
Mentions.
7.2 All goods delivered to the client remain the property of the designer until all
Amounts that the client to the designer on the basis of the between parties
Contract is fully paid to the designer.
7.3 When the client is in default with the full or partial payment of the
Amounts owed, the client is statutory interest and extrajudicial
Collection costs owed, which at least 10% of the invoice amount with a minimum
From € 150 excl. VAT amounts.
7.4 The designer ensures timely invoicing. In consultation with the client, the
Designer agreed fee and costs as an advance, interim or periodical
Account.
7.5 The designer may suspend the execution of the order after the payment term
Have expired and the client after being summoned in writing within 14 days
To pay, fail to do so, or when the designer is informed by a communication or conduct
Client must understand that payment will be omitted.

8 Cancellation and dissolution of the agreement
8.1 When the client terminates the contract without being accusatory
Failures by the designer, or when the designer terminates the contract
Due to an attributable shortcoming in the fulfillment of the agreement by the
Client, then the client, in addition to the fee and the costs incurred
In respect of the work performed until then, an indemnification is due.
Behavior of the client on the basis of which the designer can not reasonably
More can be demanded that the assignment is completed, in this context also
Regarded as attributable shortcoming.
8.2 The compensation referred to in the previous paragraph shall at least include the costs arising from
The contract entered into by the designer in his own name for the fulfillment of the assignment
Commitments with third parties, as well as at least 30% of the remaining part of it
Fee that the client would owe on completion of the assignment
Are.
8.3 Both the designer and the client are entitled to the contract immediately
To dissolve in whole or in part, and all amounts due become immediate
Claimable for bankruptcy in respect of the other party,
(Provisional) suspension of payments, or debt repayment is submitted.
8.4 When the activities of the designer consist of repeatedly performing
Similar work, then there is a continuing performance contract, unless in writing
Otherwise agreed. This agreement can only be terminated by
Written cancellation with due observance of a reasonable notice period of at least three
Months, during which period the client has the usual quantity
The designer's work will continue to decrease, or will compensate financially.

9     Garanties en vrijwaringen
9.1   De ontwerper garandeert dat het geleverde door of vanwege hem/haar is ontworpen en dat,
      wanneer er auteursrecht op het resultaat rust, hij/zij geldt als maker in de zin van de
      Auteurswet en als auteursrechthebbende over het werk kan beschikken. Ontwerper
      garandeert dat het resultaat van de opdracht ten tijde van het tot stand brengen daarvan,
      voor zover hij/zij weet of redelijkerwijs behoort te weten, geen inbreuk maakt op rechten van
      derden of anderszins onrechtmatig is.
9.2   Wanneer de opdrachtgever de resultaten van de opdracht gebruikt, vrijwaart de
      opdrachtgever de ontwerper of door de ontwerper bij de opdracht ingeschakelde derden
      voor alle aanspraken van derden voortvloeiend uit de toepassingen of het gebruik van het
      resultaat van de opdracht. Dit laat onverlet de aansprakelijkheid van ontwerper jegens
      opdrachtgever voor niet-nakoming van de garanties als bedoeld in het voorgaande lid en
      overige aansprakelijkheid als bedoeld in artikel 10 van deze Algemene Voorwaarden.



      4/5 Algemene Voorwaarden  / februari 2013.1
9.3   De opdrachtgever vrijwaart de ontwerper voor aanspraken met betrekking tot rechten van
      intellectuele eigendom op alle door de opdrachtgever verstrekte materialen en/of gegevens,
      die bij de uitvoering van de opdracht worden gebruikt.

10 Aansprakelijkheid
10.1 Ontwerper dient ingeval van een toerekenbare tekortkoming eerst schriftelijk in gebreke te
     worden gesteld, met een redelijke termijn om alsnog zijn/haar verplichtingen na te komen,
     dan wel eventuele fouten te herstellen of schade te beperken of op te heffen.
10.2 Ontwerper is uitsluitend aansprakelijk jegens de opdrachtgever voor aan de ontwerper
     toerekenbare, directe schade. Aansprakelijkheid van de ontwerper voor indirecte schade,
     daaronder begrepen gevolgschade, gederfde winst, gemiste besparingen, verminkte of
     vergane gegevens of materialen, of schade door bedrijfsstagnatie, is uitgesloten.
10.3 Behalve in geval van opzet of bewuste roekeloosheid van de ontwerper, is de
     aansprakelijkheid van de ontwerper beperkt tot het honorarium van de ontwerper voor de
     opdracht, althans dat deel van de opdracht waarop de aansprakelijkheid betrekking heeft. Dit
     bedrag is niet hoger dan €75.000,= en in ieder geval te allen tijde beperkt tot maximaal het
     bedrag dat de verzekeraar in het voorkomend geval aan de ontwerper uitkeert. Het bedrag
     waarvoor de ontwerper in het voorkomende geval aansprakelijk is, wordt verminderd met de
     eventuele sommen welke door de opdrachtgever zijn verzekerd.
10.4 Elke aansprakelijkheid vervalt door het verloop van twee jaar vanaf het moment dat de
     opdracht door voltooiing, opzegging of ontbinding is geëindigd.

11 Other provisions
11.1 When the client issues the same assignment to others than the designer at the same time
Wishes to provide or has already provided the assignment to another, he will
Inform the contractor, stating the names of these others.
11.2 The client is not allowed any right from a with the designer
To transfer the agreement to third parties, other than for the transfer of its entire
Company or with the written consent of the designer.
11.3 The parties are obliged to keep all confidential information, facts and confidentiality confidential
Circumstances which, in the context of the assignment, from each other or from another source, to the
Come to the attention of the other party, of which it is reasonably understandable that disclosure or
Communication to third parties could harm the designer or the client.
Third parties, who are involved in the execution of the assignment, will in respect of this
Facts and circumstances originating from the other party to the same confidential
Treatment to be bound.
11.4 If any provision of these General Terms and Conditions is null and void or will be nullified, then
The other provisions of these General Terms and Conditions remain in full force.
Parties will in that case consult with the aim of new provisions for replacement
To agree on the void or voided stipulations, with the goal as much as possible
And the tenor of the void or annulled provisions is taken into account.
11.5 The headings in these General Terms and Conditions are only intended to be legible
Promote and do not form part of these Terms and Conditions.
11.6 On the agreement between the designer and client is Dutch law of
Application. In the first instance, the parties will resolve a dispute in mutual consultation
Try to solve. Unless the parties are expressly in writing arbitration
Agreed, the judge competent by law, or the judge in the
Arrondissement where the designer is located, this at the designer's choice, knowledge of
Disputes between the designer and client.

 

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Ellen van der Velden

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