(last update: 18-02-2020)

Article 1. General

1. In these general terms and conditions, the following terms are used in the following sense unless expressly stated otherwise.
   - WebTik: WebTik, the user of these general terms and conditions, also the contractor.
   - Customer: the natural - or legal person who enters into an agreement with WebTik or to whom WebTik has made an offer to which these general terms and conditions apply.
2. These general terms and conditions apply to every agreement and to all work and/or actual legal relations of WebTik. The customer's acceptance without comment of a quotation or order confirmation on which reference is made to these terms and conditions shall constitute agreement to the application of these general terms and conditions. Deviation from the general terms and conditions is only possible if the parties have expressly agreed in writing in advance and any general terms and conditions of the customer are expressly rejected in advance.
3. These terms and conditions also apply to agreements with WebTik, the execution of which requires the involvement of third parties by WebTik.
4. Invalid or voidable provisions do not affect the validity and force of other provisions. The void or annulled provision(s) will be replaced by new, legally admissible provision(s) that are consistent with the purpose and scope of the void or annulled provision(s).
5. Situations not covered by these general terms and conditions, or about which there is ambiguity, are to be assessed according to the spirit and purpose of these general terms and conditions.
6. If WebTik does not demand strict compliance with these terms and conditions for a short or longer period of time, this does not affect WebTik's right to still demand direct and strict compliance. The fact that WebTik applies the terms and conditions flexibly does not give the customer any rights.
7. WebTik reserves the right to amend or supplement these terms and conditions. Changes of minor importance may be made at any time. If the customer does not wish to accept an amendment, he may, until the date on which the new terms and conditions come into force, terminate the agreement by this date, in consultation with WebTik.

Article 2. Offers and agreements

1. An offer sent by WebTik is non-binding and valid for up to 30 days after being sent. If the customer accepts a non-binding offer, WebTik retains the right to withdraw the offer within 2 working days of receiving the acceptance.
2. WebTik cannot be held to its quotations or offers if the customer can reasonably understand that the quotations or offers, or any part thereof, contain an obvious mistake or slip of the pen.
3. No rights may be derived from images and descriptions in offers, brochures, portfolio and other promotional material.
4. Made (verbal) agreements bind WebTik and the customer by written acceptance of an offer by the customer or from the moment they have been confirmed in writing by WebTik or from the moment WebTik has commenced acts of execution with the agreement of the customer.
5. The scope of WebTik's obligations shall be determined solely by what is confirmed in writing in the agreement, unless the parties expressly agree otherwise in writing.
6. The agreement between WebTik and the customer is entered into for a fixed term of 12 months, unless the nature of the agreement dictates otherwise or if the parties expressly agree otherwise in writing. Unless either party gives written notice of termination of the agreement no later than 1 month before the expiry of the agreed contract period, the agreement will be extended for the period of one month each time after the expiry of the agreed period. Termination of an already extended agreement must also be done by e-mail at the latest 1 month before the end of the contract month.
7. The customer is not entitled to transfer his rights and/or obligations, arising from one or more concluded agreements, to third parties without the prior written consent of WebTik. All this, unless the parties have expressly agreed otherwise in writing.

Article 3. Prices and payment

1. The hourly rate charged by WebTik is €39.00 per hour worked. Monthly subscription fees, if applicable, are subject to change, the most current amounts can be found on the website From WebTik.
2. All prices or hourly rates charged by WebTik, as well as the prices or hourly rates mentioned in the quotations, offers, price lists and the like are exclusive of VAT and other government levies and any costs to be incurred in the framework A of the agreement, including travel and accommodation, postage and administration costs, unless stated otherwise.
3. The monthly subscription fees payable for the subscription include the registration, management and renewal of the domain name(s) and all costs associated with the updates or other service services agreed between the parties during the term of the agreement, unless the parties have expressly agreed otherwise in writing. At commencement, the customer shall, if so agreed, owe the so-called start-up costs (see article 6 of these general terms and conditions).
4. The monthly subscription fees payable by the customer will be invoiced by WebTik to the customer in advance each month and collected by direct debit. Based on the direct debit authorisation provided by the customer with the agreement, the subscription fees will then be collected by WebTik on a monthly basis.
5. In case the customer has not consented to direct debit or in case a given authorisation is withdrawn by the customer at any time, the customer is obliged to pay the monthly subscription fees referred to in this article to WebTik himself in advance no later than the first day of the month to which the fee relates.
6. If the customer defaults or is in default in the fulfilment of his payment obligations, all reasonable costs for obtaining satisfaction - in and out of court - shall be borne by the customer. In any case, the customer shall owe collection costs in the case of a monetary claim.
7. If payment is overdue, WebTik is entitled to take the website offline without further notice as well as suspend its other obligations to the customer until payment has been made or proper security has been provided.
8. WebTik is entitled - with regard to the fulfilment of the customer's financial obligations - to demand advance payment or security before making any deliveries or starting the work to be carried out or the agreed services.
9. In the event of liquidation, bankruptcy or suspension of payment of the customer, WebTik's claims and the customer's obligations to WebTik shall be immediately due and payable.

Article 4. Execution of the agreement

1. WebTik shall endeavour to carry out the order with due care, to represent the interests of the customer to the best of its knowledge and to strive for a result that is useful to the customer. With the agreement, WebTik assumes an obligation of effort and therefore does not guarantee the results of the assignment, unless explicitly stated otherwise. If requested, WebTik will keep the customer informed about the progress of the work.
2. If and to the extent required for the proper execution of the agreement, WebTik has the right to have certain work performed by third parties. The customer does not need to be informed about this.
3. Due to the necessity for the customer to cooperate in the execution of the agreement, the customer shall provide WebTik with all necessary and/or relevant data and/or information necessary for the execution of the agreement, in the form and at the time requested by WebTik. By providing the data and/or information, the customer declares that no copyright or other intellectual property rights of third parties are infringed and indemnifies WebTik in and out of court against all consequences - both financial and otherwise - which may arise for WebTik as a result. The customer himself is responsible for acquiring any licences and/or permissions from the rights holder for the texts, images, information etc. to be supplied by the customer for the website.
4. If any information necessary for the execution of the agreement is not, not timely or not in accordance with the arrangements made available to WebTik, or if the customer fails to fulfil his obligations in this respect as well as his other obligations as stated in this article in any other way, WebTik has the right to suspend the execution of the agreement until the customer has fulfilled these obligations. The costs in connection with the delay, or the costs for carrying out extra work or the (other) damage WebTik may suffer as a result, are at the customer's expense.
5. The customer shall always promptly notify WebTik in writing of any changes in name, postal address, email address, telephone number and bank or giro account number.
6. A deadline specified by WebTik for completion of the design is indicative in nature, unless the nature or content of the agreement indicates otherwise.
7. If WebTik shows and/or provides the customer with documentation, an image, sample or model, this is for indicative purposes only. The performance does not have to correspond to this, unless expressly agreed.
8. The parties are not allowed to disclose information, which is or could be confidential in nature, to third parties not involved in the agreement. With regard to such information, all parties shall be bound to secrecy.

Article 5. Development and delivery of the website

1. On the basis of the texts, images, information, etc. provided by the customer, WebTik will design the website in accordance with what was agreed between the parties.
2. WebTik first performs a pre-delivery of the website. After this pre-delivery, the customer has 5 working days to notify WebTik of any changes or corrections, not being design changes. The changes or corrections must be reported in writing or via the Fronter System by the customer to WebTik in as much detail as possible. If the customer has not communicated any changes or corrections to WebTik within the aforementioned period, the website is automatically considered fully delivered after this period has expired. After carrying out the changes or corrections, another pre-delivery will follow under the same conditions as the first pre-delivery. The possibility of indicating changes or corrections after the second - and subsequent - pre-completion can only relate to those aspects for which the customer has indicated changes or corrections at the previous pre-completion. All aspects in respect of which the customer had no comments at the first pre-delivery are deemed to have been expressly approved by the customer.
3. Without prejudice to the provisions of the previous paragraphs of this article, the website shall also be deemed to have been automatically and fully delivered if the website is made public or put on domain.
4. Data or changes supplied by the customer after the expiry of the period set out in paragraphs 2 and 3 will be processed by WebTik as an update. WebTik will charge the customer the applicable prices or rates for this.
5. Activities after delivery that are not covered by the agreed services and/or maintenance are also considered additional work. WebTik will charge the customer for the necessary hours on the basis of subsequent calculation.
6. WebTik is entitled to include its name and/or logo on the website in a modest manner, unless the parties have expressly agreed otherwise in writing.

Article 6. Subscription, use of the website and domain name

1. During the term of the agreement, the website will be made available to the customer by WebTik on a subscription basis. On the basis of the subscription, the customer acquires the exclusive, non-transferable right to use (the graphic design of) the website and the associated CMS system (if applicable). Ownership of the website and CMS system is and shall remain with WebTik.
2. The parties may agree, in deviation from article 6.1, that the website will not be made available to the customer on a subscription basis. In such a case, the customer pays a one-off sum, in return for which WebTik will realise the agreed website. By payment, the customer acquires ownership of the website and the non-exclusive, non-transferable licence to use the systems associated with the website, whereby the rights of intellectual property expressly remain with WebTik.
3. At the start of the agreement, the customer shall, if so agreed, pay a one-off fixed amount, the so-called start-up costs. The customer also pays the agreed monthly subscription fee during the term of the agreement, unless the parties agree on a one-off amount as referred to in article 6.2.
4. The customer is not allowed to create a variant or derivative of the design or to apply or use or copy (elements of) the design within other designs or works without written permission from WebTik.
5. If WebTik advises the use of a particular provider or other service provider for the purpose of the functioning of the website, WebTik shall not be liable if such service provider fails in its obligations.
6. During the term of the subscription, WebTik will provide the customer with the agreed updates as well as the agreed maintenance and other services.
7. At the end of the agreed subscription period, the customer can opt for a new website design. This will be free of charge for the customer provided the subscription has a total duration of 3 years and the subscription is subsequently entered into for a minimum of 2 years. In case the duration of the subscription is less than 3 years, WebTik has the right to charge the customer for its work on a new design to be delivered on the basis of the then current hourly rates.
8. The data traffic, related to website visits, is limited based on a 'fair-use principle': if the customer regularly generates significantly more data traffic than the average data traffic as applicable to WebTik customers, WebTik will draw the customer's attention to this. In that case WebTik is entitled to charge the customer for the resulting additional costs.
9. WebTik takes care of the registration and use of the agreed domain name. The customer is aware and agrees that WebTik registers the domain name exclusively in its own name. The management and maintenance of this domain name(s) is provided by WebTik during the term of the subscription. However, WebTik cannot guarantee that the customer is entitled to use the domain name and that the domain name does not infringe any intellectual property rights of third parties. After expiration of the subscription the customer has the option to transfer the domain name. In that case WebTik is entitled to charge the customer a one-time fee of € 75.00 per domain name to be moved. The domain name then becomes property of the customer.
10. WebTik uses 3 standard packages; Website Leasing, Webshop Leasing and Website All-In package and a Full service Hosting package. The website shows what is included in these packages as a minimum.

    
    Article 7. Website content

11. Certain rules apply to the content of the website as laid down in this article. Both WebTik and the customer will comply with these rules. If the customer violates (one of) these rules and allows the violation to continue, WebTik has the right to make the website temporarily invisible and to terminate the agreement in whole or in part without judicial intervention or to suspend its execution, all this without prejudice to WebTik's rights regarding possible damages. Above all, WebTik retains the right to payment of outstanding subscription instalments until the end of the agreed contract term.
12. The customer is not allowed to - to infringe intellectual property rights of third parties; - to distribute, make accessible and/or offer information with a pornographic or distribute, make accessible and/or offer information with a pornographic or erotic content including - but not limited to - web pages with pornographic images, banners that advertise other web pages with such content or the distribution of access codes for the aforementioned websites; - distribute, make accessible and/or offer information with regard to abuse or animal suffering or in any way advertise other web pages with such content; - to engage in hacking in any way related to WebTik, including gaining unauthorised access to computer systems, software and/or data of third parties; - to spread advertising, messages and/or opinions in a way that can be considered as "spam"; - through the service of WebTik, to incite or engage in illegal activities c.q. activities that could be harmful to the server of WebTik or any other server connected to the Internet, including - but not limited to - references to or the offering of so called 'pirated' content. offering so called 'pirated' software, 'hacker' programmes, archives or 'warez' sites; - being in any other way guilty of any criminal offence, including the distribution and making accessible of information which is contrary to public order or morality or of a discriminating or racist nature; - behaving unlawfully in any other way towards Totstraksonline. nl and/or third parties; - using the services of WebTik to incite or engage in improper use of the name of WebTik or in any other way to incite or engage in activities which may in any other way damage the good name of WebTik; - The customer is also prohibited, without explicit permission from WebTik, to exploit an MP3 homepage on the website. In case WebTik discovers this, WebTik has the right to remove this page without prior notice to the customer. All this under penalty of a fine of € 3,500.00 per violation of this prohibition, payable without further notice or notice of default. All direct access to the hosting server is expressly reserved to WebTik.
13. Without prejudice to the provisions in the previous paragraphs of this article, WebTik is also entitled to take the website offline, temporarily or permanently, in the event of serious reasons of such a nature that WebTik cannot be required to continue the service.
14. WebTik will not take cognisance of data which the customer stores and/or distributes through WebTik's systems, unless this is necessary for the proper performance of the agreement or WebTik is obliged to do so under a statutory provision or court order. In this case, WebTik will make every effort to limit knowledge of the data as much as possible, to the extent this is within its power.

Article 8. Warranty

1. After delivery of the website, WebTik will repair any defects in the website, insofar as these defects lie in the failure, through the fault of WebTik, to meet the specifications agreed in writing.
2. WebTik is not required to repair defects if they were caused by the customer himself, by third parties or by changed circumstances, which WebTik did not know or should have known about at the time of the conclusion of the agreement, or if the defects were caused by the customer's failure to fulfil his obligations as laid down in article 4 of these general terms and conditions.
3. WebTik cannot guarantee 100% website up-time and is not responsible for down-time (offline website or e-mail). Also in case of a hack or error in the website, WebTik is not responsible for this. Any costs or work caused by this will therefore also be charged if necessary.

Article 9. Cancellation, suspension and dissolution

1. WebTik reserves the overriding right to terminate the agreement at any time with immediate effect without judicial intervention.
2. Without prejudice to what is provided elsewhere in these terms and conditions, either party is entitled to dissolve an agreement without legal intervention if there is a conflict, breach of trust and/or other issues that disrupt a pleasant cooperation.
3. Agreements may be cancelled with the consent of WebTik and in accordance with the contents of this article.
4. The customer can cancel an agreement, before WebTik has started to execute it, if the customer compensates the damage caused by this. Damages include: reserved working time and costs already incurred in preparation.
5. If the customer cancels an agreement with WebTik's consent, while WebTik has already started executing the agreement, the customer is obliged to reimburse all costs incurred and hours worked until then. In addition, WebTik may assess damages, based on e.g. reserved working time. If the customer cancels the agreement, he expressly indemnifies WebTik against claims from third parties as a result of the cancellation of the agreement.
6. Each of the parties has the right, without prejudice to the other provisions hereof, to dissolve the contract in whole or in part without judicial intervention with immediate effect by means of a written declaration to the other party as soon as bankruptcy, suspension of payment and/or seizure of the party concerned threatens or actually takes place or if the company of one of the parties is liquidated, leaves the Netherlands or ceases its current activities. In such case, WebTik's claims shall become immediately due and payable without notice of default or judicial intervention.
7. Without prejudice to what is provided elsewhere in these terms and conditions, each of the parties is entitled to dissolve an agreement without legal intervention if the other party, even after written summons with a reasonable period for correction, fails to fulfil its obligations under this agreement.
8. Without prejudice to its statutory rights of suspension, WebTik shall have the right to suspend the concluded agreement, or to dissolve it in whole or in part, without judicial intervention, in the event of an attributable breach of payment by the customer, or if there is a fear that the customer will default on his payment obligation. In such a case, no right to compensation arises for the customer.
9. At the time the agreement is terminated, the customer can choose to buy over the right of the website from WebTik so that the website goes with any relocation. The minimum amount for this is €1,500 ex VAT and can be increased for any customised orders. If the customer is interested in this, WebTik will make an offer.

Article 10. Liability

1. Should WebTik be liable, this liability is limited to what is regulated in this provision. The limitations of WebTik's liability do not apply if the damage is due to intent or gross negligence of WebTik and/or its subordinate(s).
2. WebTik cannot be liable or responsible for damage caused because WebTik relied on incorrect and/or incomplete information provided by the customer, unless it should have been aware of this inaccuracy and/or incompleteness.
3. WebTik can only be liable for direct damage caused by an attributable failure to fulfil the obligation(s) arising from the agreement. Direct damage is understood to mean the reasonable costs incurred to determine the cause and extent of the damage, insofar as the determination relates to damage within the meaning of these terms and conditions, any reasonable costs incurred to have WebTik's faulty performance comply with the agreement, insofar as these can be attributed to WebTik, and reasonable costs incurred to prevent or limit damage, insofar as the customer demonstrates that these costs have led to a limitation of direct damage as referred to in these general terms and conditions.
4. WebTik shall never be liable for indirect damage, including consequential damage, loss of profit, missed savings and damage due to business stagnation. WebTik can also not be liable in case of force majeure.
5. WebTik can never be held liable for damage to the website or otherwise caused by third parties using the internet facilities made available to the customer by WebTik, such as - but not limited to - spam, viruses, hacking attempts, etc.
6. Should WebTik be liable for any damage, WebTik's liability shall be limited to the invoice value of the order, at least to that part of the order to which the liability relates. In case of an agreement or subscription with a duration of more than 6 months, the liability is further limited to the price or subscription fee payable over the last 6 months plus the start-up costs payable for the agreement.
7. The availability of services - e.g. the visibility of a website - lies outside WebTik's sphere of influence and responsibility, so WebTik will not accept any liability in this respect. Also, in cases where data from e-mail and other WebTik services are lost due to a malfunction or defect beyond WebTik's control, no liability will be accepted.
8. The customer is solely responsible for the content of the texts, images or other information placed on the website and indemnifies WebTik against any third party claims arising therefrom. WebTik does not accept any liability with regard to the content of the website.
9. The customer indemnifies WebTik against all third party claims related to or arising from the legal relationship existing between WebTik and the customer.

Article 11. Force majeure

1. WebTik is not obliged to fulfil any obligation towards the customer if it is hindered to do so as a result of a circumstance which is not due to fault, and which is neither for its account under the law, a legal act or generally accepted practice. WebTik may suspend its obligations under the agreement during the period of force majeure. If this period lasts longer than two months, either party is entitled to dissolve the agreement, without any obligation to pay damages to the other party. If the aforementioned situation arises when the agreement has been partly executed, the customer is obliged to fulfil his obligations towards WebTik until that time. WebTik is entitled to separately invoice the part already fulfilled or to be fulfilled. The customer is obliged to pay this invoice as if it were a separate agreement.
2. In these general terms and conditions, force majeure is defined, in addition to its definition in the law and jurisprudence, as all external causes, foreseen or unforeseen, which are beyond WebTik's control, but which prevent WebTik from fulfilling its obligations. This includes strikes at the company of WebTik or third parties. WebTik also has the right to invoke force majeure if the circumstance preventing (further) performance of the contract occurs after WebTik should have fulfilled its obligation.

Article 12. Intellectual property rights

1. All copyrights and other intellectual property rights to products of the human mind developed by WebTik (including: sketches, drawings, designs, software, codes, designs, websites), are and remain the exclusive property of WebTik, unless explicitly agreed otherwise in writing in advance. The ownership and all intellectual property rights relating to websites developed by WebTik, the content and layout of those websites and any updates are and will remain with WebTik or the original creator or rightful owner of the published.
2. WebTik reserves the right to take technical measures to protect its rights.
3. The customer shall not remove indications of copyright. The customer shall always do everything that can reasonably be expected of him to safeguard the property rights of WebTik.
4. WebTik has the right to use the knowledge gained by the execution of an agreement on its side for other purposes as well, as long as no strictly confidential information of the customer is brought to the knowledge of third parties.

Article 13. Applicable law and competent court

1. All agreements between WebTik and customer to which these general terms and conditions apply are governed by Dutch law.
2. All disputes between WebTik and the customer which may arise and cannot be resolved by mutual agreement shall be submitted to the exclusive jurisdiction of the courts in WebTik's place of business. These general terms and conditions can be requested from WebTik free of charge. By granting the order to WebTik, the customer declares to be aware of these general terms and conditions.

The General Terms and Conditions may be amended at any time. We recommend that you consult the General Terms and Conditions regularly.