Terms and conditions
Markenizer is a private incorporation with limited liability.
An assignment is agreed with the private incorporation as such, even if it is the (explicit or silent) intention of assignor to have the assignment executed by a determined person. The articles 7:404 BW and 7:407 paragraph 2 Dutch Civil Code do not apply.
The general conditions at issue are, with exclusion of those of third parties, applicable to all agreements which Markenizer closes.
In the circumstances of differences in the Dutch text and the English translation of the general conditions the Dutch text prevails.
The assignment is executed solely on behalf of the assignor. Markenizer shall exercise the care of a reasonable qualified assignee. Markenizer executes the assignment at any time which is suitable for her. Assignee does not guarantee the envisaged result. Assignor is responsible for the accurateness of the needed factual information.
Third parties cannot derive rights from the content of the executed activities.
Assignor indemnifies Markenizer against claims of third parties, who claim to have suffered damages through or related with the executed activities of Markenizer on behalf of assignor.
An assignment implies the competence of Markenizer to refer the assignment to third parties if necessary and to accept on behalf of assignor any potential liability limitations of those third parties.
Markenizer is not liable for the failures of those third parties, with the exception of intent or gross negligence of Markenizer.
Each liability of Markenizer, her directors and her employees is limited to the amount of the invoice with respect to the assignment from which liability has arisen.
In the event, for no matter what reason, the first paragraph of this article cannot be held applicable, the liability is deemed to be limited to the amount that in the specific case will be paid by the professional liability insurance of Markenizer plus the assignee's deductible under the insurance.
The right to damage compensation becomes fortified, if damage, after its discovery, is not reported to assignee in writing with all due despatch and anyhow as soon as twelve months have elapsed since the event which the damage is resulting from and which assignee can be held liable for.
Markenizer works with standard tariffs, hour rates and costs compensations, of which an overview will be sent on request of assignor and without any costs.
Markenizer has the right to modify those amounts periodically.
In the event that the modifications of the amounts are higher than 10 % or in the event that a modification takes place within three months after the assignment has been agreed upon, the assignor has the right to dissolve the agreement.
The assignor is deemed to have accepted the modified amounts if fourteen days have passed after the invoice date of the first sent invoice, in which the modified amount has been recorded, and against which modification the assignor has not protested within the said term.
Unless otherwise agreed in written, the due amount is calculated through the agreed amount, possibly multiplied with the worked hours and the applicable honorary rates. The amount due to assignee shall be paid in Euros. Markenizer can request an advance payment and is entitled to postpone the execution of the assignment until payment has been received.
All amounts are exclusive VAT.
All invoices of Markenizer are due within fourteen days of the invoice date.
If payment is not made in time Markenizer has a claim on legal interest over the amount of the outstanding invoice.
All costs, judicial and extrajudicial, to be incurred by Markenizer for the collection of invoices, are at the assignor's expense. These costs are determined on at least 15% of the total amount of the outstanding invoices.
The judicial costs are not limited to the liquidation of process costs, but will be entirely at the assignor's expense, if this party has been (predominantly) proved wrong.
On all legal relationships between Markenizer and assignors solely Dutch law applies.
Any disputes will be brought before the competent court of Rotterdam.
Markenizer has the right to choose to bring a dispute before the competent court of the domicile of the assignor, or -in case of foreign clients- to have the dispute adjudicated through arbitration under the rules of the Dutch Arbitration Institute.