Terms & Conditions
1.1. These General Terms and Conditions apply to all quotations, agreements and deliveries of Elfae Graphics, unless otherwise agreed in writing.
1.2. These General Terms and Conditions have been filed with the trade register at the Chamber of Commerce. Elfae Graphics is registered with the Chamber of Commerce under number 77838692.
2.1. Client: the natural or legal person who has commissioned Elfae Graphics to manufacture goods or perform work.
2.2. Contractor: the design agency / designer who has accepted the assignment from the client or has submitted a quotation or offer prior to a possible assignment, hereinafter referred to as “Elfae Graphics”.
3.1. Assignments must be confirmed in writing by the client. If the client fails to do so, but nevertheless agrees that Elfae Graphics will commence the execution of the assignment, the content of the quotation will be deemed to have been agreed. Further verbal agreements are first confirmed in writing by Elfae Graphics before they are binding.
3.2. If the client includes provisions or conditions in his order that deviate from or do not appear in these conditions, these are only binding for Elfae Graphics if Elfae Graphics accepts them in writing.
3.3. Elfae Graphics is entitled to engage third parties to carry out its assignments.
3.4. If a situation arises between the parties that is not regulated in these General Terms and Conditions, this situation must be assessed according to the form of these General Terms and Conditions.
3.5. If the client does not always require strict compliance with these conditions, this does not mean that the provisions thereof do not apply, or that Elfae Graphics would lose the right to demand strict compliance with the provisions of these conditions in other cases.
4.1. Elfae Graphics will perform assignments to the best of its knowledge and ability, applying sufficient care and craftsmanship.
4.2. Elfae Graphics is obliged to maintain the confidentiality of all confidential information that it has obtained during the cooperation or from another source within the framework of the agreement. Information is confidential if this has been communicated by the other party or if this is evident from the standards of reasonableness and fairness.
5.1. The material supplied by the client to Elfae Graphics consists of directly usable text and images in a common file format, unless otherwise agreed in writing between the parties.
5.2. By supplying material to Elfae Graphics, the client declares that all material provided is free of third-party rights, or that the client has permission from the entitled party (s) to have the material used by Elfae Graphics in the execution of the assignment. .
6.1. An agreement with Elfae Graphics is only concluded when the client gives written permission for the quotation sent.
6.2. All quotations are without obligation unless explicitly stated otherwise by Elfae Graphics.
6.3. Quotations from Elfae Graphics are valid for the period specified in the quotation. If no term is specified, the quotation is valid until 30 days after the date on which the quotation was issued.
6.4. Offers are not binding and may deviate due to unforeseen changes in the work. This can happen during the preliminary phase, but also during the execution of the assignment. This can be additional work, but also a changing question or wish of the client.
7.1. All amounts stated are exclusive of VAT and any other levies imposed by the government.
7.2. Amounts are exclusive of travel and shipping costs. If applicable, these costs are calculated when the invoice is drawn up.
7.3. All amounts stated on quotations and other documents from Elfae Graphics are subject to typing errors.
7.4. If no (fixed) rate has been agreed, invoicing will be determined on the basis of the hours actually worked and the usual hourly rate of Elfae Graphics.
7.5. Elfae Graphics is entitled to execute the agreement in different phases and to invoice the part thus executed separately.
8.1. De door Elfae Graphics opgegeven termijn voor het volbrengen van de werkzaamheden is een indicatie, tenzij schriftelijk anders is overeengekomen.
8.2. Exceeding agreed delivery times for whatever reason does not entitle to compensation, unless otherwise agreed in writing.
9.1. The client accepts that the time and delivery schedule of the assignment may change if the parties decide to make interim changes to the approach, method or scope of the assignment. If this leads to additional work, Elfae Graphics may charge additional costs to the client.
9.2. If the Elfae Graphics, due to the late or non-delivery of complete, sound and clear data / materials or due to an amended or incorrect assignment and / or briefing, is forced to perform more other activities, these activities will be invoiced separately to the client.
9.3. Elfae Graphics will not charge additional costs if the change or addition to the assignment is the result of circumstances that can be attributed to Elfae Graphics.
9.4. Without being in default, Elfae Graphics can refuse a request to amend the agreement, if this could have consequences in terms of quality and / or quantity, for example for the work to be performed or goods to be delivered in that context.
9.5. If the client cancels an order placed in whole or in part, then the goods ordered or prepared for this, plus any supply and delivery costs thereof and the working time reserved for the execution of the agreement, will be charged in full to the client.
10.1. Cancellation of the agreement can only be confirmed in writing.
10.2. If the client cancels an assignment or order in whole or in part, the goods ordered or prepared for this, plus any delivery and delivery costs thereof and the working time reserved for the execution of the agreement, will be fully charged to the client. brought.
11.1. The parties will specify in writing which publication will be developed. Elfae Graphics will carry out the development with care on the basis of the data to be provided by the client, for the correctness, completeness and consistency of which the client guarantees.
11.2. Elfae Graphics is entitled, but not obliged, to investigate the correctness, completeness or consistency of the data or specifications made available to it and, if any imperfections are found, to suspend the agreed work until the client has removed the relevant imperfections.
12.1. Until the client has made full payment of the agreed amount, all goods delivered remain the property of Elfae Graphics.
12.2. If the client does not fulfill any obligations under the agreement with Elfae Graphics, Elfae Graphics is entitled to take back the delivered goods, after which the agreement is immediately dissolved without judicial intervention.
12.3. Elfae Graphics reserves the rights and powers that accrue to it on the basis of the Copyright Act and other intellectual laws and regulations. Elfae Graphics has the right to use the knowledge gained by the execution of an agreement for other purposes, insofar as no strictly confidential information of the Other Party is disclosed to third parties.
12.4. Unless otherwise agreed, all intellectual property rights arising from the assignment, such as patent rights, design rights and copyright, belong to Elfae Graphics.
12.5. Elfae Graphics has the right to use open source components.
12.6. Unless otherwise agreed, the assignment does not include research into the existence of rights, such as patent rights, trademark rights, design rights, copyrights or portrait rights of third parties.
12.7. Unless otherwise agreed, the designs, illustrations, design sketches, source files and other materials or files created by Elfae Graphics within the framework of the assignment remain the property of Elfae Graphics, regardless of whether they belong to the client or third parties. handed over.
13.1. All costs arising by Elfae Graphics from the agreement with the client are for the account of the client.
13.2. Client must pay the invoices issued by Elfae Graphics by bank transfer. Payment of the invoices must be paid within 14 days after the invoice has been issued, unless otherwise agreed in writing. After the expiry of the aforementioned 14 days, the client will be in default by operation of law without any notice of default being required.
13.3. If after the expiry of the payment term, no (full) payment has been received by Elfae Graphics, the client is in default and will owe interest equal to the statutory interest plus at least 2%. Both extrajudicial and judicial collection costs, lawyers and bailiffs incurred in connection with late payments are for the account of the client. The extrajudicial costs are set at at least 15% of the invoice amount with a minimum of 115 Euro.
13.4. The claim for payment is immediately due and payable if the client is declared bankrupt, applies for a moratorium on payments or if the client's assets are seized in full, the client dies and furthermore, if it goes into liquidation or is dissolved.
13.5. In the above cases, Elfae Graphics also has the right to terminate or suspend the agreement or the part thereof that has not yet been performed without notice of default or judicial intervention, without prejudice to Elfae Graphics' right to demand compensation for any damage that may arise for it.
13.6. Objections to the amount of an invoice do not suspend the payment obligation.
14.1. Elfae Graphics accepts legal obligations for compensation insofar as this appears from this article.
14.2. The total liability of Elfae Graphics due to attributable shortcoming in the fulfillment of the agreement is limited to compensation for direct damage up to a maximum of the amount of the price stipulated for that agreement (excluding VAT). Under no circumstances will the total compensation for direct damage exceed € 200.
14.3. Liability of Elfae Graphics for indirect damage, including consequential damage, lost profit, missed savings, loss of (business) data and damage due to business interruption is excluded.
14.4. Apart from the aforementioned cases, Elfae Graphics does not bear any liability for compensation, regardless of the ground on which an action for compensation would be based. However, the aforementioned maximum amounts will lapse if and insofar as the damage is the result of intent or gross negligence on the part of Elfae Graphics.
14.5. The liability of Elfae Graphics due to attributable shortcoming in the fulfillment of an agreement only arises if the client immediately and properly gives notice of default to Elfae Graphics in writing, setting a reasonable term to remedy the shortcoming, and Elfae Graphics also attributable to the fulfillment after that term. continues to fall short of its obligations. The notice of default must contain a description of the shortcoming that is as detailed as possible, so that Elfae Graphics is able to respond adequately.
14.6. A condition for the existence of any right to compensation is always that the client reports the damage to Elfae Graphics in writing within 30 days of its occurrence.
14.7. The client indemnifies Elfae Graphics against all claims from third parties due to liability as a result of a defect in a product or system supplied by the client to a third party and that also consisted of items, materials or results delivered by Elfae Graphics, except if and insofar as the client proves that the damage was caused by those items, materials or results.
15.1. In the event of force majeure, which in any case includes civil disturbances, pandemic, mobilization, war, transport disruptions, strike, lockout, business disruptions, supply stagnation, fire, flood, import and export impediments and in the event that Elfae Graphics is not enabled to deliver by its own suppliers, regardless of the reason, as a result of which fulfillment of the agreement cannot reasonably be required of Elfae Graphics, the implementation of the agreement will be suspended or the agreement will be terminated, all without any obligation to pay compensation.
16.1. Partijen verplichten zich tot geheimhouding omtrent alle vertrouwelijke informatie die zij over de onderneming van de wederpartij ontvangen. Partijen leggen deze verplichting tevens op aan hun werknemers alsmede aan door hen ingeschakelde derden ter uitvoering van de overeenkomst tussen partijen.
16.2. Informatie geldt in ieder geval als vertrouwelijk indien deze door één der partijen als zodanig is aangeduid.
17.1. Elfae Graphics reserves the right to change or supplement these conditions.
17.2. Changes also apply to agreements already concluded with due observance of a period of 30 days after notification of the change on the website www.elfae.com or by electronic message. Changes of minor importance can be made at any time.
17.3. If the client does not want to accept a change in these conditions, he can dissolve the agreement until the date on which the new conditions come into effect or on the date of receipt of the cancellation if this is after the effective date of the change.
18.1. Dutch law applies to all legal relationships between Elfae Graphics and the client, even if an obligation is fully or partially implemented abroad or if the party involved in the legal relationship is domiciled there. The applicability of the Vienna Sales Convention is excluded.
18.2. Insofar as not dictated otherwise by mandatory law, all disputes that may arise as a result of the agreement will be submitted to the competent Dutch court.
18.3. Partial nullity: If a provision from the agreement and / or the General Terms and Conditions proves to be invalid, this will not affect the validity of the entire agreement / General Terms and Conditions. The parties will then determine (a) new provision (s) as a replacement, which will give shape to the intention of the original agreement / General Terms and Conditions as much as legally possible.
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