GENERAL TERMS AND CONDITIONS

General Terms and Conditions of Kasia Giska Personal Branding

Article 1. Application These conditions apply to all offers from Kasia Giska Personal Branding, hereinafter referred to as KGPB, to all agreements concluded by KGPB, and to all actions and/or services perform ed by KGPB. These conditions are deemed to be known to a Client and agreed upon between KGPB and the Client as soon as the Client accepts the offer.

Article 2. Scope Deviating agreements or provisions differing from these conditions are only binding if they have been confirmed in writing by KGPB to the Client. Agreed provisions deviating from these conditions do not give the Client the right to apply these provisions to future assignments. “Client” refers to the person assigning branding tasks to KGPB or requesting KGPB to submit a branding strategy or design proposal. The applicability of any purchasing or other conditions of the Client is expressly rejected.

Article 3. Offer

1. Branding strategy proposals and quotes are non-binding unless explicitly agreed otherwise.
2. Prices are exclusive of VAT and valid for one month from the date of the quote, unless otherwise stated.
3. All proposals are based on the costs of services and materials applicable on the day of the offer, with prices exclusive of VAT. Price adjustments due to changes in taxes, social charges, or legal measures that occur after the quote date but before the delivery of services will be charged to the Client by KGPB.
4. All quotes for branding materials and campaigns are based on the specifications agreed upon at the time of the assignment. In the absence of such an agreement, the specifications first proposed and accepted are considered the agreed parameters.
5. KGPB agrees to provide only finalized digital products such as branded content and promotional videos as specified in the quote.
6. Offers or quotes do not automatically apply to future assignments.

Article 4. Acceptance and Advance

1. A written agreement on a branding proposal from KGPB results in a contract between the Client and KGPB.
2. KGPB may require the Client to pay an advance of the price stated in the proposal.
3. The advance will be settled at the end of the branding project.
4. If the execution of the branding project is delayed by more than 6 months due to circumstances attributable to the Client, KGPB may adjust the price and also require an additional advance in accordance with Article 4.2.

Article 5. Execution of the Branding Project

1. KGPB will perform the branding project to the best of its insight and ability and in accordance with the requirements of good professional practice.
2. If a proper and timely execution of the branding project requires, KGPB has the right to have certain tasks performed by third parties.
3. If a period has been agreed or stated for the completion of the branding project, this is never a strict deadline. Upon exceeding a term, the Client must therefore put KGPB in writing in default. KGPB must be given a reasonable period to still execute the agreement.
4. KGPB is entitled to execute the branding project in various stages and to invoice the part thus performed separately.
5. If a Client wishes to shorten the completion time of a branding project, KGPB is entitled to charge any additional costs associated with this above the agreed price.
6. The Client ensures that all data indicated by KGPB as necessary for the execution of the branding project are provided to KGPB in a timely manner. If the data necessary for the execution of the branding project has not been provided to KGPB in time, KGPB has the right to suspend the execution of the project and/or to charge the extra costs resulting from the delay according to the usual rates.
7. KGPB is not liable for any damage of whatever nature caused by KGPB having relied on incorrect and/or incomplete data provided by the Client unless the Client made KGPB aware of that in writing in a timely manner. 

Article 6. Liability

1. If the Client has a branding project executed by KGPB in accordance with the instructions provided by the Client or using materials provided by them, the Client indemnifies KGPB for all third-party claims concerning patent, trademark, or copyright infringement, unlawful act, or non-performance, arising from the manner of execution instructed by the Client.
2. KGPB is not liable for any compensation to the Client when the execution of the branding project is prevented or delayed by force majeure.
3. KGPB and all subcontractors are not responsible or liable for the consequences of data or instructions from the Client or third parties who act on behalf of or at the request of the Client. 
4. The liability of KGPB for any deficiency in the performance of a branding agreement arises only if the Client promptly and properly puts KGPB in writing in default, setting a reasonable period for remedying the failure, and KGPB continues to fall short in its obligations after that period. The default notice must contain a detailed description of the failure so that KGPB is able to respond adequately.
5. To the extent that KGPB could be liable for any reason, such liability will always be limited to the compensation of direct damage and no more than the amount of the price agreed for the part of the assignment concerned, excluding VAT.
6. A precondition for the entitlement to any compensation is that the Client reports the damage in writing to KGPB within eight days of its occurrence or discovery.
7. Direct damage solely includes: a. reasonable costs incurred to make KGPB’s performance conform to the agreement, not compensated if the Client has dissolved the agreement; b. reasonable costs incurred due to having to operate old systems longer or maintaining services and related facilities because KGPB failed to deliver on a binding delivery date, reduced by any savings resulting from the delayed delivery; c. reasonable costs incurred to determine the cause and extent of the damage, insofar as the determination relates to direct damage within the meaning of these terms; d. reasonable costs incurred to prevent or limit damage, insofar as the Client demonstrates that these costs led to limitation of direct damage within the meaning of these terms.
8. Liability of KGPB for indirect damage, including but not limited to consequential loss, lost profit, missed savings, potential reputation damage, and damage due to business interruption, is excluded.

Article 7. Force Majeure

1. If KGPB dissolves the agreement due to a bridge of contract in the performance of the agreement by the Client, the Client is required to pay for the work performed to date.
2. KGPB has the right to terminate the agreement(s) without notice of default or judicial intervention with immediate effect if it becomes apparent that third parties maintain or have maintained products that are maintained by KGPB.
3. KGPB has the right to terminate the agreement(s) without notice of default or judicial intervention with immediate effect when the Client does not adhere to the agreements made with KGPB, including the associated conditions.
4. KGPB has the right to terminate the agreement(s) without notice of default or judicial intervention with immediate effect if the Client is declared bankrupt, has applied for or obtained suspension of payments, or otherwise has lost the free management of its assets. The Client then has no right to any compensation.

Article 8. Copyright

1. KGPB reserves the rights and powers that accrue to it under the Copyright Act and other intellectual property legislation and may not be copied, reproduced, or otherwise used or made available to third parties without written permission.
2. The copyright of productions purchased by KGPB from third parties remains the property of these third parties.
3. KGPB has the right to use the knowledge gained on its side by the execution of an agreement for other purposes, as long as no strictly confidential information of the Client is brought to the knowledge of third parties.
4. The raw images made during the photoshoots remain the property of the KGPB or KGPB subcontractors. The Client can view these raw images against a predetermined fee.

Article 9. Retention of Title

1. KGPB may sign the goods and services it delivers. Think of websites, advisory and text reports.
2. The ownership of products, services, advice, and campaigns remains with KGPB until the Client, the Customer, has fulfilled the payment obligation. KGPB is at all times entitled to take back all goods delivered to the Client and still owned by KGPB without the intervention of the court if the client has not fulfilled the payment oblication.

Article 10. Termination

1. If the agreement is terminated by KGPB due to a bridge of contract in the performance of the agreement by the Client, the Client must pay KGPB for the work performed up to that point.
2. KGPB has the right to terminate the agreement(s) without notice of default or judicial intervention with immediate effect if it becomes apparent that third parties maintain or have maintained products that are maintained by KGPB.
3. KGPB has the right to terminate the agreement(s) without notice of default or judicial intervention with immediate effect when the Client does not adhere to the agreements made with KGPB, including the associated conditions.
4. KGPB has the right to terminate the agreement(s) without notice of default or judicial intervention with immediate effect if the Client is declared bankrupt, has applied for or obtained suspension of payments, or otherwise has lost the free management of its assets. The Client then has no right to any compensation.

Article 11. Payment

1. Payment must always be made within 14 days after the date of the invoice, in the currency in which it has been invoiced, unless otherwise indicated by KGPB in writing.  
2. If the Client fails to make a timely payment of an invoice, then the Client is by law in default. The Client is then due an interest rate of 11% per year, unless the statutory interest rate is higher, in which case the statutory interest rate is due. The interest on the due amount will be calculated from the moment the Client is in default until the moment of payment of the full due amount.
3. KGPB has the right to have the payments made by the Client go firstly to reduce the costs, then to reduce the accrued interest and finally to reduce the principal and the current interest.
4. Objections to the amount of an invoice do not suspend the payment obligation. The Client who does not have recourse to Section 6.5.3 (Articles 231 to 247 of Book 6 of the Dutch Civil Code) is also not entitled to suspend payment of an invoice for any other reason.
5. If the Client is in default or in arrears in the timely fulfillment of its obligations, then all reasonable costs to obtain satisfaction outside court come at the expense of the Client. The out-of-court costs amount to 15% of the principal with a minimum of €60.00 excluding VAT. However, if the KGBP  has incurred higher costs, which were reasonably necessary, these actual costs are eligible for reimbursement. The possible made judicial and execution costs will also be recovered from the Client. The Client is also due interest on the due collection costs.

Article 12 Applicable Law

1. All legal relationships in which KGPB is a party are exclusively governed by Dutch law, even if an obligation is wholly or partially performed abroad or if the party involved in the legal relationship is domiciled there. The applicability of the Vienna Sales Convention is excluded.
2. The court in the place of business of KGPB is exclusively competent to hear disputes, unless the law mandatorily prescribes otherwise.
3. Parties will only appeal to the court after they have made every effort to settle a dispute in mutual consultation.