General Terms and Conditions
Nothing of this site may be reproduced, republished or be made public in any way without written permission of:
Joop Geesinkweg 901
1114 AB Amsterdam, Nederland
Tax Number: NL001636527B04
Chamber of Commerce: 60512857
Last updated: 22-01-2013
These General Terms and Conditions apply to all deliveries by Styling Designs, unless otherwise stated in a written agreement.
Use of this site is governed by the Terms and Conditions set out below. When using this site you confirm that you have read and understood these Terms and Conditions (as they appear on the site at the time of such use) and that you accept them without qualification. If you disagree with any part of these Terms and Conditions, you may not use the site in any way. If you have any questions, please contact us.
Article 1. Definitions
This general terms and conditions contain the following terms:
- Client: Person or company that gives Styling Designs an assignment.
- Contractor: Styling Designs
- Agreement: The mutual acceptance between the client and Styling Designs, which is written confirmed by letter or by e-mail for the delivery for one or more products or services from Styling Designs.
- Products and services from Styling Designs: This includes production and placement of websites, rental and registration of a domain, Search Engine Optimization, promotion of a website, graphic design and all other supporting and complementary products and services.
Article 2. Applicability
2.1 These general conditions apply to all tenders, offers and agreements and services and all other acts performed by Styling Designs.
2.2 These Conditions also apply to all agreements with the client when third parties should be involved for the to be delivered service.
2.3 General conditions of the client and third parties are not binding and not applicable to Styling Designs.
2.4 If any provision of these terms is invalid or unenforceable, the remaining provisions of these terms and conditions will remain in full force and Styling Designs and client consultation should agree on new provisions to replace the annulled provision, where possible the purpose and intent of the annulled provision is respected.
2.5 By signing the by Styling Designs offered assignment confirmation (contract), the client declares that he is aware of the terms and conditions from Styling Designs and that he agree to these terms.
Article 3. Tenders, offers and price raises.
3.1 All offers from Styling Designs are not binding and are valid for 2 weeks, unless Styling Designs indicates differently by writing or electronic mail.
3.2 Changes in the original agreement between the client and Styling Designs are only valid when the changes have been approved by both client and Styling Designs in an additional agreement.
3.3 Offers from Styling Designs that contain a mistake which the clients could identify as a mistake are not valid.
3.4 Styling Designs prices are in euros and exclusive TAX unless stated otherwise.
3.5 Offers and tenders shall not apply automatically to future assignments.
Article 4. Payments
4.1 Unless otherwise agreed: front payment of 30% of the total amount as stated in the order confirmation. Halfway through the project again 30% is invoiced and at the end of the project the remaining amount will be billed as well as extra performed tasks which both parties have agreed on. Payments must be made within 14 days after the invoice date in the currency and payment method that is stated in the invoice, unless otherwise indicated by Styling Designs.
4.2 In the event of liquidation or bankruptcy of the client, the obligations from client to Styling Designs have to be paid immediately.
4.3 Objections to the amount of the invoice doesn’t suspend the payment obligation.
Article 5. Collection costs
5.1 If the client is in default or omission in the (timely) performance of its obligations, all reasonable costs to obtain settlement will be on behalf of the client. The extra costs are calculated according to what by the Dutch collection practice is usual. Currently this is the calculation method according to “Rapport Voorwerk II”. In the case that Styling Designs has made higher collection costs that were reasonably necessary, the actual costs are recoverable. Any judicial and execution costs will also have to be recovered by the client. The client also have to pay interest over the collection costs.
Article 6. The implementation of the agreement
6.1 Styling Designs will use its best efforts to deliver the website or any other agreed activities within the in the order confirmation indicated delivery timeframe. The by Styling Designs stated delivery times are approximate and are never to be considered as deadlines. Exceeding delivery time is never to be considered as default.
6.2 The client shall do all things that are reasonably necessary or desirable to ensure timely and proper delivery by Styling Designs, in particular by the timely delivery of complete, adequate and clear information or materials. After receiving these materials and / or data the specified delivery time will start.
6.3 For late delivery, the client needs to give Styling Designs a written notice of default and give Styling Designs a reasonable period to meet its commitments.
6.4 Contracts may be delivered in installments if the partial delivery has got independent value. Partial deliveries will be billed separately.
6.5 Styling Designs has the right to have certain work done by third parties.
6.6 The Client shall indemnify Styling Designs for any claims by third parties who in connection with the execution of the contract suffer damage which can be attributable to the client.
6.7 Styling Designs is not liable for damage of any kind, when Styling Designs assumed anything by the client provided false and / or incomplete information, unless Styling Designs should have known or heard about such inaccuracy or incompleteness.
6.8 The client will support employees of Styling Designs who, for the delivery of products and / or service work at customer premises. The client will provide everything that is necessary for the performance of the duties of Styling Designs employees.
6.9 The client is not permitted to recruit employees of Styling Designs until the relationship between the client and Styling Designs continues, and one years after the relationship between the client and Styling Designs or otherwise, directly or indirectly, to let them work for the client without Styling Designs written permission. Employees from Styling Designs in this context are persons employed by Styling Designs or one of the Styling Designs affiliated companies or freelancers to no longer than 6 (six) months ago.
Article 7. Maintenance of the website / service card
7.1 The service card can be used for adding and / or modifying content or layout, CMS version update, CMS user training, copywriting, search engine optimization, usability and analysis of statistics.
7.2 The work will be implemented within 1 week after the assignment was given, unless otherwise agreed.
7.3 The costs related to the maintenance of the website will be charged at the prevailing hourly rate, or offset against any concluded maintenance agreement.
7.4 The client is given the opportunity to conclude a maintenance contract for 10 or 25 hours. The maintenance agreement will end when all hours are consumed. A new maintenance agreement can then be entered with the prevailing rate or maintenance can be committed against the prevailing hourly rate.
7.5 Cost of a maintenance agreement should be paid in advance, within 14 days of signing the contract.
Article 8. Intellectual property and property rights
8.1 Unless otherwise agreed, all intellectual property arising from the assignment including patents, design rights and copyrights will belong to Styling Designs. Where such a right can only be acquired by a filing or registration, only Styling Designs will be authorized to acquire that right.
8.2 If the client provides illustrations, photographic material and / or texts, then the client alone will be responsible for obtaining any required copyright.
8.3 Unless the work is not suitable, Styling Designs at all times will be entitled to mention his / her name on the work or deleting his / her name from the work. The client is not allowed without prior approval of Styling Designs to disclose or duplicate the work without the name of Styling Designs.
8.4 Unless otherwise agreed, all structure drawings, illustrations, prototypes, models, molds, designs, design sketches, films, music and other materials or (electronic) files, remain property of Styling Designs, also if these have been lend or sent to the client or to third parties.
8.5 After completion of the contract, neither the client nor the contractor are obligated to retain any of the materials and information.
Article 9. Terms for use and license
9.1 When the client has fulfilled its obligations according the details mentioned in the contract then the client will obtains an exclusive license to use the design and publish it or reproduce it according the in the contract mentioned destination. If there haven’t been made any agreements about the destination, then the license will be limited to the use of the design. The intentions for usage must be mentioned to Styling Designs and mentioned in the contract.
9.2 In case of wider agreed usage, including editing, mutilating or deteriorating of the preliminary or final design, the contractor is entitled for compensation for infringement of its rights.
9.3 The client is not (any more) permitted to use the results that have been made available and any license that have been made available in accordance to the project will lapse:
a. from the moment that the client has not (fully) complied his payment or otherwise have been in default according his obligations which are mentioned in the agreement, unless the default of the client in the light of the overall scope is of secondary importance;
b.in the case the contract, for any reason has been prematurely terminated, unless the consequences are contrary to the reasonableness and fairness.
9.4 Styling Designs has got in compliance with the interests of the client, the freedom to use the design for its own publicity or promotion.
Article 10. Termination of the Agreement
10.1 Styling Designs is authorized to suspend or dissolve the fulfillment of the agreement with immediate effect, if:
a. the client does not fully or timely comply to its obligations which are mentioned in the agreement;
b. after the conclusion of the agreement Styling Designs will get to know about circumstances that will give good ground to fear that the client will not fulfill his obligations;
c. the client at the conclusion of the agreement was requested to provide security for meeting its obligations which are mentioned in the agreement and that this security is not provided or has been provided insufficiently;
d. because of the delay on the part of the client Styling Designs can no longer fulfill the originally agreed terms. In this case Styling Designs is entitled to terminate the agreement;
e. if circumstances arise of such a nature that fulfillment of the contract will be impossible, or an unaltered agreement cannot be fulfilled by Styling Designs.
10.2 If the agreement is dissolved, all claim from Styling Designs to the client are immediately due.
10.3 If the agreement is terminated by Styling Designs, Styling Designs will in consultation with the client arrange for transfer of work which still needs to be done to third parties, unless the cancellation is attributable to the client. Unless the agreement is terminated by Styling Designs, the cost of the transfer of the work will be charged to the client. Styling Designs will as much as possible notice the client in advance concerning the magnitude of these costs. The client is obligated to pay such costs within the period specified by Styling Designs unless Styling Designs indicates otherwise.
10.4 It is not possible for the client to terminate the agreement and demand for delivery of a part of the order against a corresponding portion of the stated price.
Article 11. Force majeure
11.1 Force majeure is understood in these terms and conditions in addition to its connotations in the law and jurisprudence, as all external causes, foreseen and unforeseen, which Styling Designs cannot influence and which obstructs Styling Designs to fulfill its obligations.
11.2 Styling Designs is not liable for the consequences of events at a hosting provider, domain registrant or others which Styling Designs’s can’t control.
11.3 Styling Designs may suspend nay obligations mentioned in the agreement during the period of force majeure. If this period lasts longer than two months, then each party is entitled to terminate the agreement without any obligation to pay compensation to the other party.
11.4 If at the time of the occurrence of force majeure Styling Designs has already partially fulfilled or will be able to fulfill its obligations that are mentioned in the agreement, and if these obligations have independent value, then Styling Designs is entitled to invoice the already fulfilled obligations separate. The client is then obligated to pay such invoice as if there were a separate agreement.
Article 12. Warranty
12.1 Styling Designs warrants that custom made goods supplied by or on behalf of Styling Designs are designed by Styling Designs or that Styling Designs owns the copyright of the design.
12.2 Styling Designs warrants that its goods are delivered free of design, material and workmanship defaults for a period of 30 days after delivery.
12.2 If the good contains a design, material or manufacturing defect, the client own the right to claim repair of the good. The client may choose to replace the good or ask their money back if repair isn’t possible.
12.3 The warranty does not apply if damage results from improper handling or by not following the right instructions.
12.4 If Styling Designs uses a product that has been produced by a third party, the guarantee is limited to the guarantee issued by that producer for that given product.
Article 13. Retention
13.1 All goods delivered by Styling Designs remain the property of Styling Designs until the client has fulfilled all of his obligations which are mentioned in the purchase agreements concluded with Styling Designs.
13.2 The client is not authorized to pledge goods which fall under the retention.
13.3 The client gives unconditional and irrevocable consent to Styling Designs to appoint a third party, in all cases where Styling Designs wants to get back her property, and to enter all those places where the property of Styling Designs are then located and to reclaim and take back her property.
13.4 If third parties seize the goods that were delivered by Styling Designs, the client will need to let Styling Designs know as soon as may be reasonably expected.
13.5 The client is obligated to insure the by Styling Designs delivered goods and keep insured against fire, explosion and water damage and theft.
Article 14. Defects; complaint periods
14.1 The client must check (or someone else check) any purchase goods upon delivery, or as soon as possible thereafter. The client needs to check whether the delivered goods comply to the agreement, namely:
- Whether the correct goods have been delivered;
- If the quantity of goods has been delivered (eg the amount and number) in line with the agreed requirements;
- Whether the delivered goods meet the agreed quality, or if no agreement on quality have been made, the goods comply to the requirements that may be set for normal use and / or commercial purposes.
14.2 If visible defects or shortcomings are identified, then the client should notify Styling Designs in writing within 14 days after delivery.
14.3 The client should notify Styling Designs in writing about not visible defects within 30 days after delivery.
14.4 Even if the client notifies Styling Designs on time, his obligation to pay and deduct made orders still stands.
14.5 Goods can only be returned with prior written permission of Styling Designs.
Article 15. Liability
15.1 Styling Designs and hired personnel that help to implement the agreement, cannot be held liable for damages of any kind, loss of profits and other consequential damages suffered by any person arising from, or in connection with our delivered or made available products or services, unless such damage is due to intent or gross negligence. Styling Designs will protect a website against hacking, but accepts no liability if a site is abused or data is destroyed by any form of hacking, burglary, or other actions of third parties.
15.2 If the website is abused by a malicious third party then Styling Designs will get the website offline for as long as necessary and try to recover the website with a backup as soon as possible. The cost for the recovery will be passed to the client.
15.3 The website is hosted at a provider where Styling Designs has entered into a direct contract. In principle, the provider will regularly back up, but the customer is always considered to make a backup themselves and store them separately. Styling Designs always will make a backup of the website after great adjustments or after delivery of the site, but this can never – unless arrangements are made in a maintenance agreement – be made mandatory or be held liable for the frequency and the actuality of backups.
15.4 The client is notes that the timely realization of certain software upgrades or security patches are needed to reduce the risk of intrusion attempts regarding a website. If the client has completed a maintenance agreement Styling Designs will perform these upgrades and security patches. In the absence of a maintenance agreement Styling Designs will inform the client about any necessary upgrades and patches and if agreed implement these maintenance tasks based on the prevailing hourly rate.
15.5 The liability of Styling Designs is limited to the sum the insurer of Styling Designs mentions in this case.
15.6 If in any case the insurance does not cover or pay, Styling Designs liability is limited to the charges Styling Designs has made or has to make to the client.
Article 16. Disputes
The judge in the domicile of Styling Designs shall have exclusive jurisdiction to hear disputes, unless the cantonal judge has jurisdiction. Nevertheless Styling Designs has the right to sue the client in the case of dispute at a legally competent judge.
Article 17. Applicable law
All agreements between the client and Styling Designs the Dutch law prevails. The Vienna Convention on international Sales is expressly excluded.
Article 18. Amendment and the reference of the terms
18.1 The latest version of the general terms and conditions are available on the website of Styling Designs (www.styling-designs.com)
18.2 The general terms and conditions in English are valid if the signed agreement was in any other language than Dutch. In the case the signed agreement was in Dutch then the Dutch general terms and conditions are valid.
Hosting and domain registration conditions
Article 1. Use of hosting account
1.1 You are solely responsible for your hosting account, this may not be rented or sold to third parties.
1.2 Hosting of illegal content (warez) such as illegal mp3’s, hacking tools, bots, spam scripts, or other illegal content is not allowed on our servers.
1.3 You are allowed to sub host websites.
1.4 You are solely responsible for all content of your website.
1.5 Styling Designs shall ensure that the server is not overloaded by its customers. The use of chat rooms, spam / flood / bomber scripts and / or IRC bots is not allowed if this causes overload of our servers or if this will cause your data transfer limit to surpass. Styling Designs reserves the right to temporary close an account if the account uses extremely high CPU / memory load. Styling Designs has the right to close or even remove scripts if the CPU / memory of the server is too much burdened.
1.6 There should be no more data stored on the server than the space made available with the purchased hosting package. If the data limit is exceeded and the client does not upgrade its account, Styling Designs has the right to invoice the exceeding amount to EUR 0.20 per megabyte data storage per year. Exceeding the data traffic is billed by EUR 5, – per GB.
Article 2. Domain names and IP addresses
2.1. If it is agreed that Styling Designs will mediate for the client in obtaining a domain name and / or IP addresses, then this article is applicable.
2.2. Application, grant and possible use of a domain name and / or IP addresses are dependent on and subject to the rules and procedures of the relevant registration authorities, including the Netherlands Foundation for Internet Domain (SIDN). The relevant internet domain name register foundation decides on the granting of a domain name and / or IP addresses. Styling Designs only plays a mediating role on the application and gives no guarantee that an application can also be honored.
2.3. Client can only know about the fact of registration by receiving a letter of confirmation from Styling Designs, stating that the requested domain name is registered. An invoice for registration is no confirmation of registration.
2.4. Domain names are registered in the name of the client and the client is fully responsible for the use of the domain and the domain name. Third parties cannot make any claims towards Styling Designs in connection with the use of the domain name by the client, even if Styling Designs has or has not mediated for acquisition of the domain name.
Article 3. Payment and Application
3.1 Payments must be made on time, the date of application will be the fixed payment date. The client will get 2 weeks’ time after the fixed payment date to transfer the amount to our bank account.
3.2 The client agrees to receive electronic invoices from Styling Designs. Styling Designs preferably sends its invoices electronically by e-mail, unless the client indicates his / her to receive invoices by post.
3.3 If the domain name is active and the client does an application for hosting, the hosting account will be created within 24 hours on our server.
3.4 If no payment is made within the agreed period (14 days) then an additional administration fee of € 10,- is due. If still no payment is received within the next 14 days, a specialized debt collection firm will be hired to collect the outstanding invoice. The additional costs will be fully recovered by the client. Styling Designs will also suspend the hosting account of the client and will discontinue the domain and hosting contract.
3.5 Styling Designs reserves the right to charge administration costs. These charges have a maximum of € 17.50.
3.6 All prices on the website are excluding 21% VAT.
3.7 Clients agree that they can never demand money from Styling Designs regarding these hosting and domain name registration conditions, for whatever reason.
Article 4. Additional conditions
4.1 All clients e-mail address will be included in our mailing list so our clients will always receive the latest news from Styling Designs about discounts, security, maintenance, new products and services. If desired, the client can be removed from the mailing by pressing the “unsubscribe” button which can be found in every newsletter.
4.2 Information about our clients will not be provided to third parties.
4.3 If Styling Designs receives complaints about stolen content or illegal activities, Styling Designs will always cooperate with the BREIN foundation, the police or any judicial agency.
4.4 Styling Designs is not responsible for the clients choice of passwords.
4.5 Styling Designs reserves the right to modify these general conditions or supplement.
4.6 Styling Designs reserves the right to, if necessary, make adjustments to both the servers and the network. Styling Designs also reserves the right to make adjustments within a client’s account if necessary.
4.7 The client is solely responsible for the data of his account. Styling Designs cannot be held responsible for loss of data from a client’s account. The client must own back-ups of his data.
4.8 The contract is for an indefinite period with a minimum term of 12 months unless otherwise agreed.
4.9 Force Majeure. Force majeure means all external causes which are not reasonably foreseeable and that will disable Styling Designs to fulfill its obligations towards the client. Such circumstances shall in any event include: disruptions in the networks or services of third parties and failure of electricity supply to Styling Designs.
4.10 Styling Designs refrains itself from viewing e-mail and / or customer files and will not make this available to third parties unless Styling Designs is required to do so by law or court order, or in the event the customer acts, or is suspected to act in conflict with these terms.
4.11 The client shall not infringe rights of third parties by use the hosting service of Styling Designs, and will not show indecent behavior or behavior that is contrary to good morals or public order and not act against the law. In particular, the client will
respect the intellectual property of others;
- no spreading of racist content;
- no spreading of discriminating content;
- not sexually intimidate or otherwise bother others;
- not spread information that is in conflict with legal provisions;
- will not gain access to computer systems to which the client is not authorized;
- not spread large numbers of unsolicited messages on the internet with the same content items or send via e-mail (known as SPAM);
- not spread any viruses;
- not use Styling Designs services in such a way that it would prevent the operation of the computer systems of Styling Designs to function properly;
- not to make illegal content available in any form (eg, warez, links and references).
- not to use CJ, TGP and other deceptive traffic exchange programs;
- not to use script / programs that are known to require many resources of the computer systems of Styling Designs;
4.12 If the client want to discontinue his contract, the client needs to let Styling Designs know about this in writing at least 2 months before the date of expiry of his domain / hosting contract. If Styling Designs has not received a written letter in time about the clients request for discontinuing his contract, the domain / hosting contract is automatically extended for 1 year.