Terms of Use

Article 1: Definitions

In these General Terms and Conditions, the following terms shall have the following meanings:

1. General Terms and Conditions: these general terms and conditions of EAST24;
2. Intellectual Property Rights: all intellectual property rights to the works to be developed by EAST24 for the Client (including but not limited to (the source and object codes of) software and websites and the content placed thereon – not originating from the Client – ​​such as look & feel, texts, photos, film material) and other products, including but not limited to copyrights;
3. EAST24: EAST24 v.o.f., established in Castricum, at Teunisbloem 10, Chamber of Commerce number: 55075037;
4. Quote: a written offer in which EAST24 specifies the services to be provided by it to the Client;
5. Client: any natural person or legal entity, its (legal) representative or third party authorised or acting as such, who issues an order to EAST24 to perform work, or enters into any other agreement with it;
6. Agreement: the agreement between EAST24 and the Client to perform services or any other Agreement between EAST24 and the Client.

Article 2: Applicability

2.1 These general terms and conditions apply to all Quotations made by EAST24 and Agreements to be concluded by EAST24 with the Client and the obligations arising therefrom. These General Terms and Conditions also apply to changes and additions to the Agreement with the Client and to any subsequent order from the Client. In that case, the Client is assumed to be familiar with these General Terms and Conditions.

2.2 Agreements or stipulations that deviate from these General Terms and Conditions shall only apply if the parties have expressly agreed to this in writing.

2.3 In the event of a conflict between the provisions of the Agreement and one or more provisions of these General Terms and Conditions, the provisions of the Agreement shall apply between the parties.

2.4 EAST24 expressly rejects the applicability of the General Terms and Conditions or stipulations of the Client, regardless of their name.

2.5 If a provision of these general terms and conditions proves to be voidable or invalid, it shall be replaced by a valid provision that corresponds as closely as possible to the purport of the voidable or invalid provision. The parties shall consult with each other about the content of the new provision. The remaining provisions remain fully applicable.

2.6 EAST24 is authorized to amend these General Terms and Conditions.

2.7 The Dutch text of these General Terms and Conditions is the original text and will prevail over any translations.

Article 3: Formation and scope of the agreement

3.1 All quotations from EAST24 are without obligation and do not bind EAST24 in themselves, even if a term or validity period is stated therein, unless expressly agreed otherwise.

3.2 Quotations expire in any case ten working days after the quotation date, unless expressly agreed otherwise. EAST24 cannot be held to its quotation if the Client could reasonably understand that it, or a part thereof, contains an obvious mistake or error.

3.3 An Agreement is only concluded after the Client has accepted the Quotation or as much earlier as the parties actually start executing the Agreement. In the latter case, the work to be carried out and the services to be provided by EAST24 are deemed to take place on the basis of the sent but unsigned Quotation with application of these General Terms and Conditions.

3.4 Changes to the order after the Agreement has been concluded must be communicated to EAST24 by the Client in writing and in a timely manner. If the changes are communicated verbally by the Client, this is at the expense and risk of the Client.

3.5 The changes to the order are effective from and upon their acceptance by EAST24. Any additional or reduced costs resulting from changes to the order are in principle at the expense or benefit of the Client. Changes to the order may result in the agreed delivery time being exceeded by EAST24 beyond its responsibility.

3.6 Additions and/or changes to any provision in an Agreement are only valid if they have been confirmed in writing by EAST24. If, during the execution of the assignment, unavoidable deviations from a quotation occur, EAST24 will inform the Client of this at the earliest possible stage.

3.7 Exceedances of quotations of up to 10% are accepted by the Client as a budget risk and therefore do not need to be reported as such.

Article 4: Payment

4.1 All prices are exclusive of VAT and any shipping, transport and postage costs, unless expressly agreed otherwise.

4.2 EAST24 is entitled to settle price changes that have occurred after the Offer has been made with the Client. EAST24 is also entitled to adjust its prices by indexation. Indexation takes place on the basis of the CBS Service Price Index, series 2015=100 (DPI).

4.3 Payment must be made, without prejudice to the provisions in the following paragraphs, within the term stated in the invoice and, in the absence of such a term, within thirty days after the invoice date.

4.4 EAST24 is responsible for invoicing. Partial invoicing is possible at all times, unless this has been expressly excluded in writing. However, exclusion of the right to partial invoicing can never concern costs for hosting and domain registrations. These must be paid by the Client to EAST24 before the time at which EAST24 is obliged to pay these costs.

4.5 If the Client does not meet its payment obligation to EAST24 within the agreed payment term, the Client is deemed to be in default. In that case, the Client shall owe interest equal to the statutory commercial interest from the due date until the date of full payment, without further notice of default and without prejudice to the other rights of EAST24.

4.6 In addition to the statutory commercial interest, EAST24 is entitled to full compensation based on the law. In that case, the Client shall owe all costs of collection of the amount owed by the Client, both judicial and extrajudicial costs.

4.7 All costs, both judicial and extrajudicial, relating to the collection of the amount owed by the Client and not paid on time, shall be borne by the Client; submission of the relevant invoices shall suffice as proof of the oweability of these costs; these costs are fixed at a minimum of 10% of the invoice amount in question and will amount to at least €70 per claim.

4.8 If an invoice is not paid within the payment term, EAST24 may, after informing the Client, suspend its activities for the benefit of the Client in question until the amount of the invoice has been paid. EAST24 is not liable for damage resulting from this suspension.

4.9 EAST24 is in all cases always entitled to offset/compensate a claim on the Client with claims of the Client on EAST24.

4.10 The Client is not permitted to apply any offset, discount or debt settlement, unless EAST24 has given express written permission to do so.

Article 5: Involvement of third parties

If, in the opinion of EAST24, this is reasonably necessary for the proper fulfilment of an assignment, or if this arises from the nature of an assignment, EAST24 is entitled to instruct third parties on behalf of and at the expense of the Client to deliver or otherwise make available goods and/or services. EAST24 is not liable for shortcomings of these third parties and is also entitled on behalf of the Client to accept any liability limitations of the third party.

Article 6: Delivery and acceptance

6.1 EAST24 will make every effort to meet agreed delivery times as well as possible. However, stated and/or agreed delivery times are guidelines and can never be considered a fatal term.

6.2 Exceeding the delivery time, for whatever reason, never entitles the Client to compensation for direct or indirect damage, refusal of the services to be provided, full or partial termination of the Agreement, or suspension of any obligation arising from the Agreement, unless the excess is due to intent or deliberate recklessness of EAST24 or its direct managers or the duration of the excess is unreasonably long

6.3 Delivery of a website to be developed by EAST24 will take place on an information carrier to be determined by EAST24 and in a form to be determined by it. Before delivery, a test version of the website will be placed on the server of EAST24, so that the Client can follow the development of the website online. EAST24 will ensure adequate security of its server and the concept version of the website to prevent unauthorized access to the website.

6.4 Unless otherwise agreed in writing, delivery will take place by installing the website on the hosting account and under the domain name of the Client.

6.5 The Client accepts the website in the state in which it is at the time of delivery (‘as is’), therefore with all visible and invisible errors and defects, without prejudice to the guarantees as included in article 11.

6.6 An order to develop a website does not include the maintenance and/or management of the website and the provision of support to the technical and content administrators of the website. EAST24 may require that a separate written agreement be entered into for maintenance and management services. The content and scope of these services will also be agreed upon, failing which the obligation of the supplier is limited to making every effort to rectify errors in the display of the website and in the technical operation of the website within a reasonable period of time.

6.7 If agreed, EAST24 will perform maintenance with regard to software specified in the agreement for the benefit of the Client. The Client will at all times remain responsible for its own data and software. The Client will provide all cooperation required by EAST24 for the maintenance. If EAST24 performs the maintenance online, the Client will ensure a proper and sufficiently secured infrastructure and network facilities in a timely manner. Activities regarding malfunctions that are the result of user errors, improper use of the equipment and/or software or external causes are not part of EAST24’s obligations under the maintenance agreement.

6.8 If agreed, EAST24 will perform hosting services for the benefit of the Client. The Client will at all times remain responsible for its own data and software. EAST24 can temporarily disable the hosting service in whole or in part for maintenance. This maintenance will not last longer than necessary and will be performed by EAST24 at its own discretion. In order to prevent liability towards third parties, EAST24 is always authorized to take the necessary measures in connection with an act or omission on the part of the Client. In such a case, the Client will immediately remove data and/or information from the systems of EAST24 at the first written request of EAST24, failing which EAST24 is authorized to do so itself, in which case EAST24 may also terminate the agreement with the Client with immediate effect.

Article 7: Intellectual property

7.1 Unless otherwise agreed in writing, EAST24 is the rightful owner of the Intellectual Property.

7.2 The intellectual property rights to all material that the Client makes available to EAST24 in the context of the Agreement shall remain with the Client or with the third party from whom the Client has obtained the right to make the material available to EAST24. The Client grants EAST24 the right to use these materials for the purpose of executing the Agreement. The Client guarantees that the materials made available by it do not infringe the rights of third parties and that it is entitled to make these materials available to EAST24. Client fully indemnifies EAST24 against any claims and demands for compensation from third parties in this regard, and also indemnifies EAST24 against all costs incurred by it in connection with these claims and demands.

7.3 Intellectual Property Rights and materials resulting from the work will be transferred to Client at the time that the relevant Agreement between Client and EAST24 ends, insofar as they belong to EAST24 and are transferable, after everything that Client owes EAST24 – including the buyout of any development costs – has been paid. To the extent that intellectual property rights of third parties are at stake, EAST24 will, at the request of the Client, consult with these third parties to determine whether full transfer is desirable or possible, also taking into account the associated costs.

7.4 If a third party claims that the use of the works referred to in Article 7.1 is in conflict with the intellectual property rights of that third party, the Client will immediately inform EAST24 thereof. EAST24 will handle such a claim independently and at its own expense and risk. The Client will assist EAST24 to the best of its ability.

7.5 EAST24 is entitled to mention its name on the work produced on order and/or to use the work produced on order to promote its own organisation, products and services.

Article 8: Suspension and termination

8.1 If the Client has failed to fulfil any obligation under the Agreement, it must still fulfil its obligations within one week, insofar as fulfilment is not permanently impossible.

8.2 If the Client has not fulfilled its obligations within one week, the Client is legally in default and EAST24 is entitled to charge the statutory commercial interest from that moment onwards with regard to any right to payment.

8.3 EAST24 has the right to suspend the performance of the Agreement until the moment that the Client has fulfilled its obligations under the Agreement.

8.4 Without prejudice to all rights and claims, EAST24 may, without further notice of default, terminate the Agreement in whole or in part with immediate effect, without judicial intervention and without being liable for damages in connection therewith, if one of the following cases occurs: occurs:

1. Client has ceased to exist or has been dissolved;
2. Client has been declared bankrupt or has been granted a suspension of payments, whether or not provisional, Client has been admitted to the Natural Persons Debt Restructuring Act, or Client has lost the free management or free disposal of its assets in whole or in part through seizure, placement under guardianship or otherwise, regardless of whether that situation is irrevocable;
3. A bankruptcy of or suspension of payments for Client has been requested;
4. Client has failed to fulfil any obligation under the Agreement and, to the extent that fulfilment is not permanently impossible, has not fulfilled the obligation within one week. If the Agreement is dissolved on the grounds of a shortcoming on the part of Client, the dissolution of the Agreement will remain at the expense and risk of Client. Client indemnifies EAST24 against claims from third parties as a result of the termination of the Agreement.

8.5 Suspension or termination (whether or not by cancellation or dissolution) of the Agreement does not release Client from any (payment) obligation towards EAST24, if this exists at that time. Client is under no circumstances authorized to proceed to deduction, discount or settlement.

In addition, EAST24 is then entitled to claim compensation from Client for damages (including the loss of income suffered by EAST24), costs and interest.

8.6 After termination of the Agreement, Client shall return everything that EAST24 has made available to Client in the context of the Agreement.

8.7 Provisions that by their nature are intended to survive termination of the Agreement shall remain in full force and effect even after such termination.

Article 9: Liability and indemnity

9.1 EAST24 will at all times make every effort to deliver a final product within the framework of the assignment that takes into account as much as possible the wishes and requirements of the client that were made known in advance. Failure to meet the client’s expectations with regard to the creative concept or its (technical) execution is, however, no reason to revise (part of) the product or to re-perform the activities free of charge.

9.2 EAST24 is never liable for any damage resulting from or related to the execution of the Agreement, unless this damage is caused by intent or gross negligence on the part of EAST24, in which case EAST24 is only liable for direct damage.

9.3 EAST24 is never liable for any damage resulting from any shortcoming or unlawful act of third parties engaged by EAST24, unless there is intent or gross negligence on the part of EAST24, in which case EAST24 is only liable for direct damage.

9.4 EAST24 is never liable for damage, loss or destruction of objects, materials or data that have been made available to it for, by or on behalf of the Client. EAST24 is never liable for damage resulting from incorrect, incomplete or late information provided by the Client.

9.5 The Client is always responsible for its own mailing list and the required permission from the addressee(s) to send commercial email messages (opt-in). EAST24 is never liable for the lack of such permission. The Client indemnifies EAST24 against all claims from third parties, including the costs incurred by EAST24 in connection therewith, which directly or indirectly result from or are related to the sending of commercial email messages by or on behalf of the Client without the permission of the addressee.

9.6 If EAST24 is liable for any damage, it is only liable for an amount equal to 50 percent of what EAST24 invoiced for the work in question. In the event of an Agreement with a term of more than one year, EAST24’s liability is limited to an amount of 50% of the total of the invoices for the current year at the time the shortcoming occurs.

9.7 Any liability of EAST24 for indirect damage, including but not limited to consequential damage, loss of turnover and loss of profit, is excluded.

9.8 Client indemnifies EAST24 against all claims from third parties, including the costs incurred by EAST24 in connection therewith, which directly or indirectly arise from or are related to the work of EAST24 for the benefit of Client.

Article 10: Force Majeure

10.1 In the event of force majeure, which in any case includes disruptions or failures of the internet connection, telecom or infrastructure, hacks, network attacks, DOS or DDOS attacks, power failures, war, strikes, business interruptions, stagnation in supply, flooding, fire, the performance of the Agreement will be suspended, or the Agreement will be terminated if the situation of force majeure has lasted longer than 10 days, all without any obligation to pay damages.

Article 11: Complaints

11.1 With regard to visible defects, the Client must immediately after EAST24 has delivered or presented the work performed by him to the Client in writing, or within eight days after delivery of the product.

11.2 With regard to invisible defects, a complaint must be made in writing within eight days after they could reasonably have been discovered. be.

11.3 Complaints regarding invoices must be submitted to EAST24 in writing within eight days after the date of dispatch of the invoices. The payment term will not be suspended as a result of such a complaint.

11.4 If and to the extent that the complaint is found to be justified by EAST24, EAST24 is only obliged to repair the defect(s) at EAST24’s discretion, without the Client being able to assert any right to any compensation whatsoever.

11.5 After the aforementioned periods have expired, complaints will no longer be processed and the Client will have forfeited its rights in this regard, unless the period reasonably requires an extension in a specific case.

11.6 Unless proven otherwise, the data from the EAST24 administration are decisive.

Article 12: Duty of care, guarantees and confidentiality

12.1 Client shall ensure that EAST24 has all data relevant to the performance of the Agreement in a timely manner and shall provide this in the agreed manner.

12.2 Client guarantees the accuracy and completeness of this data, even if it originates from third parties. Client guarantees that this data does not conflict with the laws and regulations applicable in the Netherlands, does not infringe (intellectual property) rights of third parties or is otherwise not unlawful. Client fully indemnifies EAST24 against any claims and demands for compensation from third parties in this regard and costs incurred in connection therewith.

12.3 EAST24 shall exercise the greatest possible care with regard to the interests of Client when performing the work for Client. EAST24’s work is always performed on the basis of an obligation to make an effort. If the content and/or design of the website is wholly or partly dependent on further choices to be made during the execution of the Agreement, EAST24 will make these choices, taking into account as much as possible the ideas and principles of the Client known to it.

12.4 EAST24 does not guarantee that a website to be developed by it will function properly in conjunction with all types or new versions of web and internet browsers, any other software and equipment.

12.5 EAST24 does not guarantee that a website to be developed by it will function without interruption errors or other defects or that all errors and defects will always be corrected. The Client accepts that such errors and defects may be the result of third parties.

12.6 EAST24 will correct errors attributable to it in a website developed by it within a reasonable period of time if these have been reported to it in writing by the Client in detail within 3 months after delivery or acceptance. Errors are understood to mean the substantial failure to comply with the specifications expressly agreed in writing between the parties. An error only exists if the Client can demonstrate it and if it is reproducible.

12.7 EAST24 is never obliged to repair mutilated or lost data.

12.8 EAST24 is never obliged to repair errors or defects after the warranty period referred to in Article 12.6 has expired, unless the parties have concluded a separate maintenance agreement which includes such an obligation to repair.

12.9 The parties undertake to maintain confidentiality of all data received from the other party that they know or should know to be of a confidential nature, unless a legal obligation requires disclosure of such data for a period of 2 years after termination of the relationship. The party that receives confidential data will only use it for the purpose for which it was provided. The parties also impose this obligation on their employees, as well as on third parties engaged by them, whether or not for the performance of the Agreement.

Article 13: Duration of the agreement

13.1 Unless expressly agreed otherwise in writing, or if this arises from the nature of the Agreement, the assignment from the Client to EAST24 is for an indefinite period, with the understanding that both parties can terminate the relationship by registered letter from the moment that the relationship has lasted six months, taking into account a notice period of six months.

13.2 The duration of a fixed-term agreement is tacitly extended each time for the duration of the originally agreed period with a maximum of 1 year, unless the Client terminates the agreement in writing taking into account a notice period of three months before the end of the relevant period.

Article 14: Transfer of rights and obligations

14.1 The Client and EAST24 are not entitled to transfer their rights and obligations under the Agreement to third parties without the prior written consent of the other party.

Article 15: Applicable law and competent court

15.1 All Agreements concluded with the Client are subject to Dutch law.

15.2 All disputes arising from or relating to the Agreement will be submitted to the competent court in Alkmaar, unless EAST24 chooses to submit the case to another competent authority.