Terms and conditions Time2Grow your TikTok Agency
Time2Grow your TikTok Agency: Frank White International LLP, with registered office at 32 KINBURN STREET, LONDON under registration number OC440747.
Customer: the person with whom Time2Grow your TikTok Agency has entered into an agreement.
Parties: Time2Grow your TikTok Agency and customer together.
Consumer: a customer who is also an individual and who acts as a private person.
Applicability of general terms and conditions
These terms and conditions apply to all quotations, offers, activities, orders, agreements and deliveries of services or products by or on behalf of Time2Grow your TikTok Agency.
Parties can only deviate from these terms and conditions if they have expressly agreed so in writing.
The parties expressly exclude the applicability of additional and/or deviating general terms and conditions of the customer or of third parties.
All prices charged by Time2Grow your TikTok Agency are in euros, exclusive of VAT and exclusive of any other costs such as administration costs, levies and travel, shipping or transport costs, unless explicitly stated otherwise or otherwise agreed.
All prices that Time2Grow your TikTok Agency uses for its services, on its website or that are otherwise made known, Time2Grow your TikTok Agency can change at any time.
Parties come for a service provided by Time2Grow your TikTok Agency
The parties agree on a total amount as a guide price for a service provided by Time2Grow your TikTok Agency, unless the parties have expressly agreed in writing on a fixed price, which cannot be deviated from.
Time2Grow your TikTok Agency is entitled to deviate up to 10% from the target price.
If the target price is more than 10% higher, Time2Grow your TikTok Agency must inform the customer in good time why a higher price is justified.
If the target price is more than 10% higher, the customer has the right to cancel the part of the order that exceeds the target price plus 10%.
Time2Grow your TikTok Agency has the right to adjust the prices annually.
Prior to its entry, Time2Grow your TikTok Agency will communicate price adjustments to the customer.
The consumer has the right to terminate the agreement with Time2Grow your TikTok Agency if he does not agree with the price increase.
Payments and payment
Term Time2Grow your TikTok Agency may require a down payment of up to 50% of the agreed amount when entering into the agreement.
The customer must make payments in arrears within 7 days after delivery.
Payment terms are regarded as strict payment terms. This means that if the customer has not paid the agreed amount at the latest on the last day of the payment term, he is legally in default and in default, without Time2Grow your TikTok Agency having to send the customer a reminder or notice of default. .
Time2Grow your TikTok Agency reserves the right to make a delivery dependent on immediate payment or to demand a security for the total amount of the services or products.
Consequences of not paying on time
If the customer does not pay within the agreed term, Time2Grow your TikTok Agency is entitled to charge the statutory interest of 8% per month for commercial transactions from the day the customer is in default, whereby part of a month is counted for a whole month.
When the customer is in default, he also owes extrajudicial collection costs and any compensation to Time2Grow your TikTok Agency.
The collection costs are calculated on the basis of the Decree on compensation for extrajudicial collection costs.
If the customer does not pay on time, Time2Grow your TikTok Agency may suspend its obligations until the customer has fulfilled its payment obligation.
In the event of liquidation, bankruptcy, seizure or suspension of payment on the part of the customer, the claims of Time2Grow your TikTok Agency against the customer are immediately due and payable.
If the customer refuses to cooperate with the execution of the agreement by Time2Grow your TikTok Agency, he is still obliged to pay the agreed price to Time2Grow your TikTok Agency.
Right of suspension
Unless the customer is a consumer, the customer waives the right to suspend the performance of any obligation arising from this agreement.
Unless the customer is a consumer, the customer waives his right to set off a debt owed to Time2Grow your TikTok Agency against a claim against Time2Grow your TikTok Agency.
The customer undertakes to sufficiently insure and keep insured the following items against, among other things, fire, explosion and water damage as well as theft:
Items delivered that are necessary for the execution of the underlying agreement
Items of Time2Grow your TikTok Agency that are present at the client to be
goods delivered subject to retention of title.
At the first request of Time2Grow your TikTok Agency, the customer makes the policy of these insurance policies available for inspection.
When parties have entered into an agreement with a service-providing nature, this only contains a best efforts obligation for Time2Grow your TikTok Agency and therefore no obligation of result.
Execution of the agreement
Time2Grow your TikTok Agency executes the agreement to the best of its knowledge and ability and in accordance with the requirements of good workmanship.
Time2Grow your TikTok Agency has the right to have the agreed services (partially) performed by third parties.
The execution of the agreement takes place in mutual consultation and after written agreement and payment of any agreed advance by the customer.
It is the responsibility of the customer that Time2Grow your TikTok Agency can start the execution of the agreement in time.
If the customer has not ensured that Time2Grow your TikTok Agency can start the implementation of the agreement in time, the resulting additional costs and/or extra hours will be borne by the customer.
Provision of information by the customer
The customer makes all information, data and documents relevant for the correct execution of the agreement available to Time2Grow your TikTok Agency in a timely manner and in the desired form and manner.
The customer guarantees the correctness, completeness and reliability of the information, data and documents made available, even if they originate from third parties, insofar as the nature of the agreement does not dictate otherwise.
If and insofar as the customer requests this, Time2Grow your TikTok Agency will return the relevant documents.
If the customer does not provide the information, data or documents reasonably required by Time2Grow your TikTok Agency, or does not timely or properly, and the execution of the agreement is delayed as a result, the resulting additional costs and extra hours will be borne by the customer. .
Duration of the agreement regarding a service
The agreement between Time2Grow your TikTok Agency and the customer regarding a service or services is entered into for the duration of 3 months, unless the nature of the agreement dictates otherwise or the parties have expressly agreed otherwise in writing.
After the term referred to in paragraph 1 of this article, the agreement will be tacitly converted into an agreement for an indefinite period, unless one of the parties terminates the agreement with due observance of a notice period of 2 months, or a consumer terminates the agreement with due observance of a notice period of 1 (one) month, whereby the agreement ends by operation of law.
If the parties have agreed on a term for the completion of certain work within the term of the agreement, this is never a strict deadline. If this term is exceeded, the customer must give Time2Grow your TikTok Agency written notice of default.
Termination agreement service for a definite period of time
The customer or consumer may not terminate an agreement regarding a service that has been entered into for a definite period of time before 1 (one) year.
After expiry of the minimum term of 1 (one) year, the aforementioned agreement can be terminated by the customer with due observance of a notice period of 3 months.
After expiry of the minimum term of 1 (one) year, the aforementioned agreement can be terminated by a consumer with due observance of a notice period of 1 (one) month.
If the agreement concerning a service has been entered into for less than 1 (one) year, the agreement cannot be terminated prematurely.
Time2Grow your TikTok Agency retains all intellectual property rights (including copyright, patent law, trademark law, drawing and model law, etc.) on all designs, drawings, writings, carriers with data or other information, quotations, images, sketches, models, models , etc., unless the parties have agreed otherwise in writing.
The customer may not copy, show to third parties and/or make them available or use them in any other way without the prior written permission of Time2Grow your TikTok Agency.
The customer keeps all information (in whatever form) that he receives from Time2Grow your TikTok Agency secret.
The same applies to all other information regarding Time2Grow your TikTok Agency of which the customer knows or can reasonably suspect that it is secret or confidential, or of which he can expect that dissemination of it could cause damage to Time2Grow your TikTok Agency.
The customer takes all necessary measures to ensure that he also keeps the information referred to in paragraphs 1 and 2 confidential.
The duty of confidentiality described in this article does not apply to information:
that was already public before the customer learned this information or that has become public later without this being the result of a violation of the customer's obligation of confidentiality
that is made public by the customer on the basis of a legal obligation
The confidentiality obligation described in this article applies for the duration of the underlying agreement and for a period of 3 years after its expiry.
If the other party violates the article of these general terms and conditions regarding confidentiality or intellectual property, he forfeits an immediately due and payable fine for each violation for the benefit of the trade name.
if the other party is a consumer, this fine
is € 1,000. If the other party is a legal person, this fine is € 5,000.
In addition, the other party forfeits an amount of 5% of the amount mentioned in paragraph 1 for each day that that violation continues.
No prior notice of default or legal proceedings are required for the forfeiture of this fine. There is also no need for any kind of damage.
Forfeiture of the fine referred to in the first paragraph of this article does not affect the other rights of Time2Grow your TikTok Agency, including its right to claim compensation in addition to the fine.
The customer indemnifies Time2Grow your TikTok Agency against all claims from third parties related to the products and/or services supplied by Time2Grow your TikTok Agency.
The customer must examine a product or service provided by Time2Grow your TikTok Agency as soon as possible for any shortcomings.
If a delivered product or service does not meet what the customer could reasonably expect from the agreement, the customer must inform Time2Grow your TikTok Agency of this as soon as possible, but in any case within 1 month after the discovery of the shortcomings. .
Consumers must inform Time2Grow your TikTok Agency within 2 months after discovery of the shortcomings.
The customer provides as detailed a description as possible of the shortcoming, so that Time2Grow your TikTok Agency is able to respond adequately.
The customer must demonstrate that the complaint relates to an agreement between the parties.
If a complaint relates to ongoing work, this can in any case not lead to Time2Grow your TikTok Agency being obliged to perform other work than has been agreed.
Notice of default
The customer must notify Time2Grow your TikTok Agency of notice of default in writing
It is the customer's responsibility that a notice of default actually reaches Time2Grow your TikTok Agency (on time).
Customer joint and several liability
If Time2Grow your TikTok Agency enters into an agreement with several customers, each of them is jointly and severally liable for the full amounts that they owe to Time2Grow your TikTok Agency under that agreement.
Liability Time2Grow your TikTok Agency
Time2Grow your TikTok Agency is only liable for any damage suffered by the customer if and insofar as that damage is caused by intent or deliberate recklessness.
If Time2Grow your TikTok Agency is liable for any damage, it is only liable for direct damage arising from or related to the execution of an agreement.
Time2Grow your TikTok Agency is never liable for indirect damage, such as consequential damage, lost profit, lost savings or damage to third parties.
If Time2Grow your TikTok Agency is liable, this liability is limited to the amount that is paid out by a closed (professional) liability insurance and in the absence of (full) payment by an insurance company of the damage amount, the liability is limited to the (part of the) invoice amount to which the liability relates.
All images, photos, colours, drawings, descriptions on the website or in a catalog are only indicative and are only approximate and cannot give rise to compensation and/or (partial) dissolution of the agreement and/or suspension of any obligation.
period Any right of the customer to compensation from Time2Grow your TikTok Agency expires in any case 12 months after the event from which the liability directly or indirectly arises. This does not exclude the provisions of Article 6:89 of the Dutch Civil Code.
Right to termination
The customer has the right to terminate the agreement if Time2Grow your TikTok Agency imputably fails to fulfill its obligations, unless this failure does not justify termination due to its special nature or minor significance.
If the fulfillment of the obligations by Time2Grow your TikTok Agency is not permanently or temporarily impossible, dissolution can only take place after Time2Grow your TikTok Agency is in default.
Time2Grow your TikTok Agency has the right to dissolve the agreement with the customer if the customer does not fully or not timely fulfill his obligations under the agreement, or if Time2Grow your TikTok Agency has taken note of circumstances that give him good grounds to fear that the customer will not be able to properly fulfill his obligations.
In addition to the provisions of Article 6:75 of the Dutch Civil Code, a failure on the part of Time2Grow your TikTok Agency in the fulfillment of any obligation with regard to the customer cannot be attributed to Time2Grow your TikTok Agency at the will of Time2Grow your TikTok Agency. TikTok Agency independent situation, as a result of which the fulfillment of its obligations towards the customer is wholly or partially prevented or as a result of which the fulfillment of its obligations cannot reasonably be expected from Time2Grow your TikTok Agency.
The force majeure situation referred to in paragraph 1 also includes - but is not limited to: a state of emergency (such as civil war, insurrection, riots, natural disasters, etc.); non-performance and force majeure of suppliers, deliverers or other third parties; unexpected power, electricity, internet, computer and telecom outages; computer viruses, strikes, government measures, unforeseen transport problems, bad weather conditions and work stoppages.
If a force majeure situation occurs as a result of which Time2Grow your TikTok Agency cannot fulfill 1 or more obligations towards the customer, those obligations will be suspended until Time2Grow your TikTok Agency can meet them again.
From the moment that a force majeure situation has lasted at least 30 calendar days, both parties may dissolve the agreement in writing in whole or in part.
Time2Grow your TikTok Agency does not owe any (damage) compensation in a force majeure situation, even if it benefits from any advantage as a result of the force majeure situation.
Amendment of the agreement
If, after the conclusion of the agreement, it appears necessary for its implementation to change or supplement its content, the parties will adjust the agreement accordingly in good time and in mutual consultation.
The previous paragraph does not apply to products purchased in a physical store.
Amendment of general terms and conditions
Time2Grow your TikTok Agency is entitled to amend or supplement these general terms and conditions.
Minor changes can be made at any time.
Time2Grow your TikTok Agency will discuss major substantive changes with the customer in advance as much as possible.
Consumers are entitled to cancel the agreement in the event of a substantial change to the general terms and conditions.
Transfer of rights
Rights of the customer under an agreement between the parties cannot be transferred to third parties without the prior written consent of Time2Grow your TikTok Agency.
This provision applies as a stipulation with effect under property law as referred to in Section 3:83(2) of the Dutch Civil Code.
Consequences of nullity or voidability
If one or more provisions of these general terms and conditions turn out to be invalid or voidable, this does not affect the other provisions of these terms and conditions.
In that case, a provision that is null or voidable will be replaced by a provision that comes closest to what Time2Grow your TikTok Agency had in mind when drafting the conditions on that point.
Applicable law and competent court
Any agreement between the parties is exclusively governed by Dutch law.
The Dutch court in the district where Time2Grow your TikTok Agency is located / has its practice / has its office is exclusively competent to take cognizance of any disputes between the parties, unless the law prescribes otherwise.
Prepared on 05 February 2022.