General Terms and Conditions of Vera Camilla
Article 1 Definitions
1. Vera Camilla is a one-man business whose objective is to promote the visibility of products and services on the Vera Camilla social media channels, in the broadest sense.
2. In these General Terms and Conditions, “Client” is understood to mean: the legal entity or the partnership of legal entities or the intermediary or representative acting on their behalf who uses the Services of Vera Camilla or who assigns Vera Camilla to provide Services as referred to in paragraph 4.
3. In these General Terms and Conditions, “Agreement” is understood to mean: the legal relationship between Vera Camilla and the Client, in the broadest sense.
4. In these General Terms and Conditions, ‘Services’ are understood to mean: all products and services provided by Vera Camilla and/or third parties engaged by it to the Client, which includes videos, affiliations and advertisements, as well as all other activities performed by Vera Camilla for the Client, of whatever nature, within the framework of an assignment, including activities performed other than at the Client’s explicit request.
5. In these General Terms and Conditions, “Website” is understood to mean: the Website www.veracamilla.nl
Article 2 Applicability of the General Terms and Conditions
1. The General Terms and Conditions apply to all Agreements concluded between the Client and Vera Camilla under which Vera Camilla offers Services.
2. The General Terms and Conditions will be sent by email together with the quotation and can also be consulted on the website www.veracamilla.nl.
3. Any stipulations varying from the General Terms and Conditions are only valid if they have been expressly agreed with Vera Camilla in writing.
4. The applicability of any of the Client’s purchasing or other conditions is specifically excluded, unless explicitly agreed otherwise in writing.
5. The General Terms and Conditions also apply to additional or altered assignments from the Client.
Article 3 The Agreement
1. All offers on the Website are subject to contract, unless explicitly indicated otherwise.
2. The Client may contact Vera Camilla via the Website, by email or telephone in relation to any of the Services offered. Vera Camilla will consult the Client about their expectations and may subsequently draw up a quotation that will be sent by post or by email. The Agreement will not be concluded until the quotation has been signed or an assignment confirmation has been given.
3. If Vera Camilla sends the Client a confirmation, that will be decisive for the content and interpretation of the Agreement, subject to apparent errors in writing. Vera Camilla cannot be held to its offer if the Client should reasonably understand that the offer or part thereof contains an apparent mistake or error in writing.
4. If the Client makes notes or reacts to Vera Camilla’s quotation, these are not part of the Agreement, unless Vera Camilla confirms them in writing.
5. An assignment from the Client that was not preceded by a written quotation requires written acceptance by Vera Camilla.
Article 4 Performance of the Agreement
1. Vera Camilla will make every effort to provide the Services to the best of its understanding and ability and in accordance with the requirements of good professional practice and with the agreements set out in writing.
2. Vera Camilla has the right to have certain work performed by third parties.
3. When engaging third parties, Vera Camilla will exercise due care and consult the Client about selection of these third parties, in so far as this is reasonably possible and customary in the relationship with the Client. The costs of engaging these third parties will be borne by the Client, and will be charged on to the Client by Vera Camilla.
4. The Client will ensure that all information that Vera Camilla indicates is necessary or that the Client should reasonably understand is necessary for the performance of the Agreement is provided to Vera Camilla in a timely fashion. If the information necessary for the performance of the Agreement is not provided to Vera Camilla on time, Vera Camilla has the right to suspend performance of the Agreement and/or to charge the additional costs arising from the delay to the Client at the then customary rates.
5. The Client ensures that Vera Camilla can provide its Services properly and in due time. If the Client does not comply with agreements in this respect, they are bound to pay any ensuing damage.
6. If a term has been agreed on or indicated for the performance of Services, this will never be a final deadline. The Client needs to give Vera Camilla notice of default in writing if any term is exceeded, giving Vera Camilla a reasonable period in which to remedy this and perform the Agreement.
Article 5 Amendment of the Agreement
1. If, during the execution of the Agreement, it appears that for a proper execution it is necessary to alter or amend it, Vera Camilla and the Client will amend the Agreement in consultation with each other and in a timely fashion.
2. If the Agreement is amended, including a supplement, this constitutes an additional assignment. A separate agreement will be made beforehand about the fee for this additional assignment. Without an additional quotation, the additional Services will be paid at the agreed rate in accordance with the original terms and conditions.
3. The failure to immediately execute the amended Agreement does not constitute a breach of contract by Vera Camilla and is not a valid reason for the Client to terminate or dissolve the Agreement.
4. Amendments to the Agreement originally concluded between Vera Camilla and
will not apply until the changes have been accepted by both parties by means of a supplementary or amended Agreement. This amendment must be made in writing.
Article 6 Suspension, dissolution and early termination of the Agreement
1. Vera Camilla is authorised to suspend performance of the obligations or
dissolve the Agreement if the Client
does not perform the obligations under the Agreement or does not perform them promptly or properly, or if Vera Camilla has good reason to fear that the Client will fail to perform these obligations.
2. Furthermore, Vera Camilla is authorised to dissolve the Agreement in case of circumstances of such nature that performance of the Agreement is impossible or unaltered maintenance of the Agreement cannot reasonably be required.
3. If the Client does not comply with the obligations arising from the Agreement and this non-compliance justifies dissolution, Vera Camilla will be authorised to terminate the Agreement with immediate effect without any obligation on its part to pay any compensation or indemnification, whereas the Client, on account of breach of contract, will be obliged to compensation or indemnification.
Article 7 Cancellation
1. The Agreement cannot be cancelled once the quotation has been signed.
2. If the Client wishes to cancel the Agreement or terminate it early, the Client is obliged to pay the full amount stated on the signed quotation.
3. Vera Camilla has the right to cancel or reschedule an agreement because the assignment cannot be performed properly or because of force majeure on its part. After cancellation or rescheduling, Vera Camilla will not be obliged to pay damages or cancellation costs, all in the broadest sense.
4. If the Client cancels an agreement without good reason, Vera Camilla has the right to charge the Client for the costs already incurred for the agreement. This includes but is not limited to costs for booked rooms, travel and accommodation expenses, and cancellation costs.
Article 8 Costs, fee and payment
1. All amounts stated in the quotation are in euros and exclusive of VAT, unless stated otherwise.
2. Vera Camilla is entitled to correct apparent typographical errors in the quotation.
3. Interim price changes will be passed on to the Client.
4. Payment is made in the way set out in the Agreement.
5. Payment is made within a term of fourteen days.
6. The Client is obliged to immediately inform Vera Camilla of any inaccuracies in the payment details stated of provided.
7. If the Client fails to pay an invoice on time, the Client is in default by operation of law, without any further notice of default being required. In that event, the Client will owe the statutory interest rate. The interest on the amount due will be calculated from the moment that the Client is in default until the moment of payment in full of the outstanding amount.
8. If Vera Camilla decides to collect a claim for non-payment of one or more unpaid invoices by legal means, the Client will, in addition to the principal sum due and the interest referred to in article 8.5, also be bound to pay any court costs and extrajudicial costs reasonably incurred. The reimbursement of judicial and extrajudicial costs incurred will be determined in accordance with the then applicable Decision that pertains to the reimbursement of extrajudicial collection costs.
9. Vera Camilla will be free to refrain from providing the Services as long as the Client has not paid the eligible debt in accordance with paragraph 6 of this article.
Article 9 Delivery
1. Delivery is made within the period set out in the Agreement. The Client will inform Vera Camilla if delivery is not made within this period. Vera Camilla ensures that delivery is made as soon as possible, unless this is not possible in accordance with the standards of reasonableness and fairness.
2. Failure by Vera Camilla to deliver in time does not constitute a valid reason for dissolution of the Agreement.
Article 10 Guarantees
1.Vera Camilla does not give any guarantees in respect of the Services provided.
Article 11 Liability
1. The Client is responsible for submitting correct and representative data and information necessary for the execution of the Agreement. Vera Camilla is not liable for damage resulting from, for example, an incorrect order if the Client has provided incorrect, non-representative or irrelevant data.
2. The delivery period as referred to in Article 9 paragraph 1 of these General Terms and Conditions can only be provided by approximation. Although every attempt will be made to meet the delivery date, Vera Camilla will never be liable for the consequences of said period being exceeded.
3. Vera Camilla is not liable for errors or omissions by the third parties engaged by it. By making use of the Services of Vera Camilla, the Client grants Vera Camilla the authority to accept a limitation of liability on behalf of the Client if a third party engaged by Vera Camilla wishes to limit its liability.
4. Vera Camilla is not liable for indirect damage or loss, including but not limited to consequential damage or loss.
5. Vera Camilla is not liable for any errors in writing on the Website.
6. Vera Camilla is not liable for any failure to comply with the obligations arising from the Agreement or any failure to do so in time, if this is caused by force majeure as referred to in Article 13 of these General Terms and Conditions.
7. The Client indemnifies Vera Camilla against any third-party claims of whatever nature related to the Services.
8. If Vera Camilla is held liable, it will only be liable for direct damage that the Client has actually suffered, paid or incurred on account of demonstrable failure of Vera Camilla’s obligations with respect to its Services.
9. Liability of Vera Camilla is limited to the amount covered and paid out by the insurance company. If the insurance company does not pay out or if Vera Camilla is not insured, liability is limited to the amount paid by the Client.
10. The limitation of liability set out in this article does not apply in case of intent or deliberate recklessness on the part of Vera Camilla.
11. This provision does not exclude liability in so far as liability cannot be limited or excluded by law.
Article 12 Force majeure
1. Force majeure is defined as all external causes, through no fault of Vera Camilla and beyond its control, that render timely, complete or correct performance of the Agreement impossible.
2. Force majeure as referred to in the previous paragraph includes but is not limited to: non-performance by a third party, illness of staff of Vera Camilla itself or a third party, abnormal weather conditions, disruptions in the supply of water and energy, strikes, serious failures in the systems of Vera Camilla, fires, floods, natural disasters, riots, war or other internal civil commotion.
3. In the event of force majeure, compliance with the Agreement will be suspended for as long as the force majeure continues.
4. If the force majeure continues for more than one month, both parties will be entitled to terminate the Agreement without judicial intervention. In such an event, Vera Camilla will refund any paid amounts, less all costs that Vera Camilla has incurred in respect of the Agreement.
Article 13 Confidentiality of data
1. Each of the parties guarantees that all data received from the other party that they know or should know are confidential, remain confidential. The party receiving the confidential data will only use them for the purpose for which they were provided. Data are, in any case, considered to be confidential if they have been indicated as such by either party. Vera Camilla cannot be obliged to abide by this if, as a result of a court judgement or statutory provision, or for the correct performance of the Agreement, it is required to provide data to a third party.
Article 14 Intellectual property
1. Vera Camilla reserves the rights and authorities accruing to it under the Dutch Copyright Act. All property rights to works developed by Vera Camilla – products of the mind – such as documents, programmes, presentations, (YouTube) videos, photographs, documents provided, ideas, methods, concepts or other matters it has developed remain vested in Vera Camilla, unless explicitly agreed otherwise in writing. In the latter case, Vera Camilla can demand compensation for this.
2. Vera Camilla has the exclusive right to use, share, multiply, reproduce or otherwise disclose the matters referred to in Article 14.1. This is only different if explicity agreed otherwise in writing. In the latter case, Vera Camilla can demand compensation for this. In the event of violation of the aforementioned property rights, as referred to in this entire article, Vera Camilla has the right to charge a reasonable compensation as determined by it.
3. The Client guarantees that no third-party rights oppose provision of data to Vera Camilla. The Client will indemnify Vera Camilla against any action based on the assertion that such provision, use, editing, installation or incorporation infringes any third-party right.
Article 15 Complaints handling
1. The Client must report any complaints it may have in writing to firstname.lastname@example.org or by calling +31 (0)624852945.
Article 16 Identity of Vera Camilla
1. Vera Camilla is registered with the Dutch Chamber of Commerce under number 50541749 and has VAT identification number NL002253890B91. Vera Camilla has its registered office at Noordeinde 142 (2514GP) in ‘s-Gravenhage.
2. Vera Camilla can be contacted by email at email@example.com or by means of the Website veracamilla.nl and by telephone at 0624852945.
Article 17 Governing law and competent court
2. The legal relationship between Vera Camilla and its Client is governed by Dutch law.
3. All disputes arising between Vera Camilla and the Client are settled by the competent court of the District of Amsterdam.