Terms & Conditions

General conditions

Statement

Roderick Schlimmer: I, the contractor, a trade name of Schlimmer Holding B.V., located in Amsterdam at Orteliusstraat 146h and registered with the Chamber of Commerce under number 63026104 and VAT number NL855060700B01
Client: you, my client, using the services of Roderick Schlimmer.
Agreement or assignment: the agreement we enter into with each other because you
use my services.
Services: my services such as: web copy writing, emails, offline
marketing materials, apps, etc.
Work: all work I perform under agreement.
Terms and Conditions: my (below) terms and conditions.

General

These terms apply to all my quotes, services and agreements, unless we have jointly agreed otherwise in writing in the agreement.
These conditions also apply to the engagement of third parties by Roderick Schlimmer in the performance of the agreement.
Your purchasing or other conditions do not apply unless we have agreed otherwise in the agreement.
If you accept a quote, order confirmation or agreement without comment, I will assume that you agree to the application of my Terms and Conditions.
If one or more provisions of these Terms and Conditions are null and void or destroyed in whole or in part, the remaining provisions of these Terms and Conditions and our agreement will continue to apply as usual.
If there is any ambiguity regarding the interpretation of one or more provisions of these Terms and Conditions or our agreement, that provision will be interpreted in line with these Terms and Conditions.
If there is a situation that is not mentioned in my Terms and Conditions or the agreement, it will be judged in line with the rest of these terms and conditions.
If I cannot always act according to these conditions, then you should not conclude from this that my conditions do not apply. I always have the right to still act according to the conditions.

Quotes

My quotations are free and non-binding and are valid for 14 days. If you agree to an offer, Roderick Schlimmer has the option to refuse the agreement within 5 business days. Quotations do not automatically apply to future agreements.
Roderick Schlimmer does not charge for an orientation meeting, unless you have special requirements and I have to incur costs for this.
Prices do not include VAT and additional costs such as travel and accommodation.
If the acceptance deviates from the offer, then I do not have to abide by it. The contract is then not concluded according to your deviating acceptance.
My quotations are based on the information you have given me. You have the responsibility to give me all important information. If it turns out that you have given incorrect or incomplete information, I may change the quotation or agreement. Roderick Schlimmer does not have to adhere to a quotation or agreement if the quotation or agreement contains a (spelling) error.
If an offer or the agreement contains a delivery period, you are not entitled to compensation if I exceed this period. If we agree on a delivery period, it is always given as an indication.

Establishment of the agreement

An agreement between us is established when you/your company confirms or accepts my quotation, order confirmation or the agreement in writing. An agreement also exists when I begin performing the agreement or my work at your request.
Only written agreements are valid. You cannot derive any rights from oral or telephone agreements. Verbal or telephonic agreements do not apply until I have confirmed them in writing.
Roderick Schlimmer may always refuse an agreement or assignment. If an agreement violates certain rules or regulations of a third party, I may also refuse the agreement.
All data, calculations, reports, summaries, opinions, materials and documents are part of the agreement unless we have agreed otherwise.
If Roderick Schlimmer requests a down payment, it must be paid first. Until the deposit is paid, I will not start work.

Execution of the agreement

I perform the agreement and work to the best of my own judgment and ability, and according to the requirements of good workmanship. In doing so, I may have certain work performed by someone else.
Roderick Schlimmer has an obligation of effort towards you/your company and not an obligation of result. My obligation of effort means that I cannot guarantee you that the outcomes, results or expectations you have in mind will actually be achieved.

I may deliver a contract in several stages and charge you separately for the part already performed.
I expect you to provide me with all data, materials, documents, login codes, etc. that I have indicated I need for the proper performance of the agreement and/or services, in a timely manner. If you do not provide the required data to me in a timely manner, I have the right to suspend the performance of our agreement and/or services. I may then charge you the additional costs according to the rates I apply. You must ensure that all data, materials, documents, login codes, etc. are complete and correct.
In performing my work, I must consider rules, guidelines, policies and technology of others, such as Google. I perform all work in accordance with these rules, guidelines, policies and technology. If necessary, I modify my work in accordance with these rules, guidelines, policies and technology of these third parties. You do not then have the right to terminate the agreement.

Your obligations and cooperation

We expect from you that all data, spaces, materials, texts, login codes, etc. that Roderick Schlimmer indicates are necessary or that you should understand are necessary for the execution of the agreement, are available in time (and free of charge). A delivery period does not begin to run earlier until you have provided me with all data, spaces, materials, texts, login codes, etc. All data, materials, texts, login codes etc. provided must be free of copyright or other proprietary rights. Robin Timmers is not liable for this.
If we need to perform work on site, it is your responsibility that this site and the necessary facilities are made available to us free of charge. You are responsible for ensuring that the work or deliveries of third parties are carried out in a timely manner so that Roderick Schlimmer’s work is not delayed.
Should any delays occur, Roderick Schlimmer may charge you for the cost.
You indemnify Roderick Schlimmer for any claims by third parties, who suffer damage in connection with the performance of our agreement, the cause of which can be attributed to others than me. If I am sued by a third party then you must help us, both in non-judicial and judicial proceedings, and do everything that can be expected of you. If you do not take appropriate measures or do not help me, then I may, without giving you notice, take appropriate measures. All costs and damages incurred by me or third parties as a result will be at your expense and risk.

Services

My services consist mainly of copywriting and translations; writing text. Depending on the service, this also includes (keyword) research. This (Keywords) research is included in the project price. Which channel, website, app or medium I write for is listed on the quote.

Rates

Roderick Schlimmer works as much as possible on a fixed price basis. If we have agreed upon a fixed price with each other and perform work or provide services that we have not agreed upon with each other in the contract, I will charge this additional work or services separately. Additional work is charged according to my standard rates.
All my fees do not include VAT and additional costs such as travel, lodging, shipping, etc.
I may change my rates if necessary due to changes in laws, for example. A rate change takes effect immediately. These changes will also apply to existing agreements. I will notify you by e-mail of a rate change and the effective date.

Delivery

All my (delivery) terms are indicative. If an offer or agreement states a delivery date, you are not entitled to compensation if I fail to meet this deadline. If I fail to meet a delivery date, you must declare me in default in writing and give me a reasonable time to deliver.
I expect you to check my delivered services, work, texts, etc. within 10 working days for inaccuracies and carelessness, among other things. If you have not provided feedback, revisions or any other form of counter-notification to Roderick Schlimmer within 10 business days, then delivery has occurred and I will proceed with billing. If you cannot provide feedback within 10 business days, please let me know by email or phone within those 10 business days. We can then agree on another deadline.
You are entitled to 2 free correction rounds per text. For each round of corrections after these free 2 rounds, I charge €100 per hour, and a minimum of 1 hour per correction round.

Termination, rescission and suspension of the agreement and cancellation fees

If you withdraw the assignment and/or terminate our agreement early, Roderick Schlimmer will charge you: the agreed upon project price or reserved time.
You cannot cancel an agreement entered into for a definite period in the interim, free of charge, unless a situation occurs as described in subsection 3 of this article.
You can terminate the agreement prematurely, in writing, subject to 1 months’ notice, if: – I do not fulfil my obligations and I also do not respond to your notice of default in which you have given me a deadline to fulfil the agreement; – You can demonstrate that due to poor economic conditions of the location and/or branch to which the agreement relates, it is not justified to continue the agreement; – If the location and/or branch to which the agreement relates closes; – If Roderick Schlimmer files for bankruptcy or is declared bankrupt; – Roderick Schlimmer applies for (provisional) suspension of payment or when suspension of payment is granted; – I discontinue my business or my company is liquidated;

If you cancel all or part of an agreement, I may charge you for any work I have performed or items ordered and prepared – including any disposal and delivery costs – and any reserved (labour) time.
I may immediately terminate or suspend the execution of the agreement and my work if: – You do not or not fully comply with your obligations under the agreement and/or these terms and conditions; – I become aware, after the conclusion of the agreement, of circumstances that give me good reason to fear that you will not fulfill your obligations;
I may also terminate the contract earlier if circumstances arise that show I cannot possibly fulfil the contract or that it is not reasonable to ask me to do so.
If the contract is rescinded, all my claims are due immediately.
If I suspend performance of your obligations, I can always claim
our claims under the law and our agreement.
If I suspend or terminate the contract, I do not have to pay damages.
If the termination is due to you then I may demand compensation from you
including any costs incurred directly or indirectly as a result.
If you fail to fulfil your obligations under the agreement or these terms and conditions then
I may terminate the agreement immediately without having to pay you any damages. However, you are then liable for damages (because you have committed a breach of contract).
If I terminate the agreement prematurely, I will ensure that any work I still need to perform is transferred to a third party, unless we can attribute the termination to you. If transferring my work involves additional costs then I will charge you for these costs.
In the following cases I have the right to terminate or cancel the agreement immediately, without having to compensate you for damages: – Liquidation; – (Application for) suspension of payments or bankruptcy; – Seizure – if and insofar as the seizure has not been lifted within three months – at your expense; – Debt restructuring or any other circumstance as a result of which you can no longer freely dispose of your assets.
Roderick Schlimmer can always terminate the agreement entered into for a definite period in writing with a notice period of 1 month. Unless there is a situation as mentioned in this article. In that case Roderick Schlimmer s may immediately terminate or suspend the agreement.
In the event that Roderick Schlimmer himself cancels the assignment, even during the execution that the assignment, you will receive a maximum 50% refund.

Modification or supplementation of the agreement

If it appears that the agreement needs to be modified or supplemented, we will consult with each other.
Due to a change or addition in the agreement, a delivery date may need to be changed. I will inform you about this.
If the change or addition has financial implications, I will inform you.
I am not obligated to agree to a change or addition to the agreement. I may always refuse a supplement or modification. If I refuse a change or addition, you are never entitled to compensation. This is also no reason to dissolve or terminate the agreement with me.
An amendment or addition is only valid if I have confirmed it to you in writing.

Payment and collection costs

The payment term for my invoices is 14 days from invoice date. Invoices can be paid via iDeal or bank or giro transfer.
For long-term assignments, I may bill monthly. A subscription-based collaboration is billed in advance, at the end of the previous month.
I prefer to send my invoices digitally, by email.
Roderick Schlimmer always requires a 50% deposit. The remaining 50% is paid after initial delivery of the texts, before correction rounds. Another option: pay the project price/invoice in advance, including a 5% discount. The payment terms below apply to a down payment. If I ask for a down payment, you must pay it within 14 days of the conclusion of the agreement. As long as I have not received the down payment, I will not start my work. I will suspend my work until I have received your down payment.
Do you disagree with an invoice or the invoice amount? Then this does not give you an extension to pay. Just pay the invoice within the payment period.
If you pay late, after I have sent you at least one reminder, I will charge you interest and collection costs. I may charge you for all (extrajudicial) costs.
The collection costs are 15% of the total invoice amount with a minimum of €100. You must also pay statutory commercial interest on the collection charges. The legal commercial interest rate is 1% per month that you are late in paying.
I have the right to deduct the payments made by you first of all from the costs, then from the legal interest and finally from the principal sum and the accrued interest. I may, without thereby being in default, refuse an offer of payment if you want a different order for the allocation of payment. I may refuse full payment of the principal sum, if you do not thereby also immediately pay the interest and collection costs.
You may not offset the amount you owe me.

If the agreement is entered into by more than one person, then each of these persons is jointly and severally liable for the (timely) payment of my invoices.
If you are in arrears, I may stop or suspend my work until you have paid all outstanding amounts, including collection costs and interest, in full.
Roderick Schlimmer can also ask for 100% in advance. Then the same rules as “Payment and Collection Costs, Paragraph 5” apply.

Liability

Should I be liable, my liability is limited to what is provided in this article.
I am not liable and responsible for damages, which are caused because I have relied on incorrect and/or incomplete data, materials and/or information provided by you.
I am not liable for errors made by a third party, such as Google.
Should I be liable, for any damages, I am only for direct damages.
By direct damage I mean: The reasonable costs incurred to determine the cause and extent of the damage; – Costs incurred to ensure that I comply with my obligations under the Agreement, to the extent that these can be attributed to me; – Costs incurred to prevent or limit damage, provided that you can demonstrate that these costs have led to the limitation of the direct damage referred to in these General Terms and Conditions.
I am never liable for indirect damages. By indirect damages I mean, among other things: consequential damages, lost profits, reputation damage, missed savings and damages due to business interruption.
If I am liable then my liability is limited to a maximum of once the invoice amount. For assignments longer than 3 months, my liability is limited to the amount I have charged you in the past 3 months, with a maximum of €2,500. In any case, my liability is never higher than the amount I receive from my insurer.
Liability you do within 1 year after discovery of my liability. If you hold me liable after this period you are no longer entitled to compensation.
The limitations of my liability do not apply if your damages are due to my wilful misconduct or gross negligence.

Force majeure

I do not have to fulfil my obligations if there is a circumstance beyond my control, nor if, according to law, a legal act or generally accepted practice is for my account.
By force majeure I mean: everything that is understood about this in the law and jurisprudence, all external causes, foreseen or unforeseen, over which I have no influence, but as a result of which I am unable to fulfil my obligations. This includes strikes in my company, my suppliers and others involved in the performance of our Agreement. I can also invoke force majeure if the circumstance preventing (further) fulfilment of the Agreement occurs after I should have fulfilled my commitment.
I may suspend my obligations under the agreement during the force majeure period. If this period lasts longer than two months, then I, and you too, may dissolve the agreement, without any obligation to compensate the other party for damages.

If during the occurrence of force majeure, I have partially fulfilled my obligations under the agreement or can fulfil them, and the fulfilled or to be fulfilled part has independent value, I may invoice that part separately. You will then pay this invoice as if there was a separate agreement between us.
I am not responsible for force majeure situations such as strikes at PostNL, telephone service or Internet provider.
Roderick Schlimmer is not responsible if I am unable to perform my services or work in a timely or complete manner due to circumstances located with third parties, such as Google or social media websites.

Copyright

All copyrights and other intellectual property rights remain with me. You acknowledge these rights and will not infringe on my copyrights.
All documents provided by me, such as (digital) reports, advice, designs, sketches, software, applications, concepts, training materials, etc., may only be used by you/your company. You may not copy, reproduce, show them to third parties or handle them other than for your own use.
If Roderick Schlimmer delivers texts or other works within the meaning of the Copyright Act to you, Roderick Schlimmer grants you upon delivery an exclusive license for the one-time publication right and only for the agreed upon use. Thereafter, I retain my copyright rights. The license applies only to use of the work in question by you, or your legal successors. Use by third parties is not permitted unless I have given written permission. We will make separate arrangements with each other about any other use. This also applies to placement of the text in any other medium than that for which it was written according to the assignment.
Attribution is in principle not required by Roderick Schlimmer. However, Roderick Schlimmer can give up the right to mention his name or demand the use of a pseudonym.
In case of substantial modification of the delivered text or work that does not receive Roderick Schlimmer’s approval, I may prohibit the use of my text or work.
If you infringe my copyrights, I will seek damages. The following are considered copyright infringement of Robin Timmers: – Publication of my texts or works for a different use than agreed upon; – Re-use of my texts or works without permission; – Infringement of my texts or works; – Publication without attribution, if we have agreed on attribution.

Trial texts and/or proposals remain the property of Roderick Schlimmer at all times.

Retention of title

Anything you have delivered to you remains my property until you have fulfilled your obligations under the agreement and these Terms and Conditions.
Anything under my retention of title you may not sell or pledge. If anyone seizes anything under my retention of title you must notify me as soon as possible. I expect you to secure everything under my retention of title. This means that you insure all these items against, for example, fire, explosion, water damage or theft. If I ask you to do this, you must show me the policy of this insurance. If you receive compensation from the insurance then I am entitled to this compensation.

Confidentiality

I will keep all confidential information confidential. Information is confidential if it is disclosed by you or results from the nature of the information. This does not include information that is already in the public domain or information that I need to bring to court.

Complaints

If you have a complaint about my services, work or an invoice, you must notify me in writing or by e-mail within 1 month after discovery or the date of the invoice. If this period expires, your rights expire, and I assume that you are satisfied with my services, work or my invoice is correct. I strive to resolve your complaint within 2 weeks. If I need a longer period, I will notify you.
If you have a complaint, you do still have to fulfil your obligations, unless I find the complaint justified.
If your complaint is justified, I will choose whether to change the billing amount, improve or redo my services or work.
If you have a complaint about the policies, technology, guidelines, etc. of third parties, such as Google, you should file your complaint with that third party.

Disputes and competent court

All my agreements, services, products and invoices are exclusively governed by Dutch law, even if you are located abroad. I completely exclude the application of the Vienna Sales Convention. The judge in my place of business has exclusive jurisdiction to take cognizance of disputes, unless the law imperatively prescribes otherwise. I will not go to court until I have tried to resolve the dispute between myself