Terms and Conditions CRK DESIGN, Utrecht
CRK DESIGN is a trade name of CRK DESIGN in Utrecht. These Terms and Conditions are also deposited with the Chamber of Commerce.

These terms and conditions, with the exception of the Purchaser’s or other terms of the Client, apply to the creation, content and compliance of all agreements concluded between the Client and CRK DESIGN.

Offers are free of charge and are valid for 2 weeks. Price quotes may be subject to changes due to unforeseen changes in the work. Prices are excluding VAT and other government fees. The listed rates and offers are not automatically valid for future orders.

Assignments must be confirmed by the client in writing. If the client fails this, but in spite of the agreement that CRK DESIGN commences the execution of the assignment, the content of the tender will be as agreed. Further oral agreements and terms bind CRK DESIGN only after being confirmed by CRK DESIGN in writing.

If the client wishes to provide the same assignment to anyone other than CRK DESIGN at the same time or has previously provided the assignment to another, he must inform CRK DESIGN, stating the names of these others.

CRK DESIGN will endeavor to execute the assignment carefully and independently, to best serve the interests of the client and to strive for a useful outcome for the client. As far as necessary, CRK DESIGN will keep the client informed of the progress of the work.

The client is obliged to do so, which is reasonably necessary or desirable to enable timely and correct delivery by CRK DESIGN, especially by providing timely (late) delivery of complete, sound and clear data or materials.

A design period specified by CRK DESIGN has an indicative feature, unless otherwise stated in the nature or content of the agreement. The client must in writing breach CRK DESIGN in the event of exceeding the specified deadline.

Unless otherwise agreed, the execution of tests, licensing applications and the assessment or instructions of the client shall comply with statutory or quality standards, not the assignment of CRK DESIGN.

Prior to production, reproduction or disclosure, parties must allow each other to check and approve the latest models, prototypes, digital files or trials of the design. If CRK DESIGN, whether or not in the name of the client, will give instructions or instructions to production companies or other third parties, the client must confirm in writing, at the request of CRK DESIGN, the above-mentioned approval.

Colors, resolutions and materials of models, prototypes, digital files or trials of the design may differ from the final print. No rights can be derived from this. CRK DESIGN will do the same to give the best possible indication of the end result.

Complaints must be notified in writing to CRK DESIGN as soon as possible, but at least within ten business days after completion of the assignment, in the absence of which the client is deemed to have fully accepted the result of the assignment.

Unless otherwise agreed, assignments to third parties, as part of the drafting, are provided by or on behalf of the client. At the request of the client, CRK DESIGN may act as authorized representative on behalf of the client. The parties can agree to a further payment of compensation.

If CRK DESIGN compiles a budget for third-party costs at the request of the client, then this budget will only be indicative. If desired, CRK DESIGN can request quotes on behalf of the client.

If, in the performance of the CRK DESIGN assignment, by express agreement on own account and risk, goods or services of third parties, after which these goods or services are passed on to the client, then the terms of the supplier’s terms and conditions regarding the Quality, Quantity, Capacity and Delivery of these Goods or Services also apply to the Client.

Unless otherwise agreed, all intellectual property rights arising from the contract, including patent law, model law and copyright, to CRK DESIGN. To the extent that such a right can only be obtained by a deposit or registration, only CRK DESIGN is authorized to do so.

Unless otherwise agreed, the assignment does not include conducting research into the existence of rights, including patent rights, trademark rights, drawing or model rights, copyright or third-party portraits. The same applies to any investigation into the possibility of such protection forms for the client.

Unless the work fails, CRK DESIGN is entitled at all times to state or remove his or her name on or at work, and the client is not allowed to work without prior permission without the name Of CRK DESIGN to disclose or multiply.

Unless otherwise agreed, the work drawings, illustrations, prototypes, models, templates, designs, design sketches, films, (electronic) files or other materials of CRK DESIGN, whether or not provided by CRK DESIGN, are created by CRK DESIGN, regardless of whether These are handed to the client or third parties.

After completing the assignment, CRK DESIGN has a 12-month custody obligation regarding the materials and data used.

When the client fully complies with his obligations under the CRK DESIGN agreement, he obtains an exclusive license to use the design as regards the right of disclosure and reproduction in accordance with the contract agreed upon. If no agreements have been made on the destination, then the license will remain limited to that use of the design for which there were firm commitments at the time of the assignment. These intentions must be made known to CRK DESIGN before the conclusion of the agreement.

The client is not entitled to use the design in a broader or otherwise manner than agreed upon without the written permission of CRK DESIGN. In the case of non-agreed wider or other use, including change, mutilation or impairment of the preliminary or final design, CRK DESIGN shall be entitled to compensation for his / her rights of at least three times the agreed fee, at least a fee Which in proportion and fairness is in proportion to the infringement committed, without prejudice to the right of CRK DESIGN to claim compensation for the actual damage suffered.

The client is no longer allowed to use the available results and any license granted to the client in the context of the assignment will expire:

  1. From the moment the client is (payments), obligations under the agreement are not (fully) fulfilled or otherwise flawed unless the client’s shortcoming in the light of the entire assignment is of minor importance;
  2. If the contract is terminated for any reason prematurely, in so far as its consequences are contrary to reasonableness and fairness.

CRK DESIGN, taking into account the interests of the client, has the freedom to use the design for its own publicity or promotion.

In addition to the agreed fee, the costs incurred by CRK DESIGN for the execution of the assignment will be eligible for compensation.

If CRK DESIGN requires more or more work to be done in due time, or not providing complete, sound and clear data / materials or a modified or incorrect assignment or briefing, these activities must be honored separately, based on the usual Fees charged by CRK DESIGN.

If the fee is in any way dependent on facts or circumstances, which must be apparent from the client’s records, CRK DESIGN has the right to control the client’s records after a statement by the client. If the audit result is more than 2% or € 100, = deviating from the account and settlement by the accountant, the cost of this check will be borne by the client.

Payments must be made within 14 days of invoice date. If no (full) payment has been received by CRK DESIGN after the expiry of this term, the client is in default and is liable to interest equal to the statutory interest. All costs incurred by CRK DESIGN, such as litigation costs and extrajudicial and judicial costs, including the costs of legal assistance, debtors and debt collection agencies made in connection with late payment, will be borne by the client. The extrajudicial costs are charged at least 10% of the invoice amount with a minimum of € 150, – excluding VAT.

CRK DESIGN has the right to charge part of the fee at up to 75% at the start of a contract.

CRK DESIGN has the right to charge its fee monthly for work performed and costs incurred for the performance of the assignment.

On the invoice of CRK DESIGN, the fee rates are stated in letters: A for dtp hours and B for design hours. Specification of the calculated hours will be sent free of charge at the request of the client.

The client makes the payments due to CRK DESIGN without discount or settlement, except for settlement with contractual advances payable to the CRK DESIGN. The Client is not entitled to suspend payment of invoices from work already completed.

When the contractor terminates an agreement, he must pay the fee and expenses incurred in respect of the work done up to and in addition to damages.

If the contract is terminated by CRK DESIGN due to a attributable shortcoming in the performance of the agreement by the client, the client must pay the fee and the costs incurred in respect of the work done up to and in addition to compensation. Conduct of the client on the basis of which CRK DESIGN can not reasonably be required to complete the assignment is considered to be attributable shortcoming in this connection.

The damages referred to in the previous two paragraphs of this article will at least include the costs resulting from the commitments made by CRK DESIGN on their own behalf for the fulfillment of the assignment and at least 30% of the remaining part of the fee that the client Would be due upon completion of the assignment.

Both CRK DESIGN and the client have the right to dissolve the agreement immediately in whole or in part in the event of bankruptcy or (provisional) resignation of the other party. In case of client’s bankruptcy, CRK DESIGN has the right to terminate the right of use, unless the consequences are in violation of reasonableness and fairness.

In the case of dissolution by the client due to attributable failure to comply with the obligations of CRK DESIGN, the performance already provided and the related payment obligation will not be subject to cancellation unless the client proves that CRK DESIGN is in default in respect of those performance . Amounts that CRK DESIGN has invoiced before decommissioning in respect of what it has already performed or delivered due to the performance of the agreement will continue to be due without prejudice to the provisions of the previous sentence and shall be immediately due upon the date of the dissolution.

If the activities of CRK DESIGN consist of repeating similar activities, then the agreement in question, unless otherwise agreed in writing, shall be for an indefinite period. This agreement can only be terminated by written notice, subject to a reasonable period of notice of at least three months.

CRK DESIGN warrants that it is designed by or for the purpose of CRK DESIGN and that, if copyright is in the design, CRK DESIGN is a creator in the sense of the Copyright Act and may have copyrighted work.

The Client indemnifies CRK DESIGN or CRK DESIGN assigned to the assignment for all third party claims arising from the application or use of the result of the assignment.

The Client indemnifies CRK DESIGN for claims relating to intellectual property rights on materials or data provided by the Client, used in the performance of the assignment.

CRK DESIGN is not liable for:

  1. Errors or shortcomings in the material handed down by the client.
  2. Misunderstandings, errors or deficiencies regarding the performance of the agreement if they find their cause or cause in the actions of the client such as timely or non-delivery of complete, sound and clear data / materials.
  3. Errors or shortcomings of third parties engaged by or on behalf of the client.
  4. Defects in suppliers ‘quotes or overruns of suppliers’ prices.
  5. Errors or shortcomings in the design or text / data, if the client, in accordance with the provisions of Art. 2.5 has given approval, or has been given the opportunity to carry out a check and did not use it.
  6. Errors or shortcomings in the design or text / data, if the client has failed or failed to perform a particular model, prototype or trial, and these errors in such model, prototype or Test would have been observable.

CRK DESIGN is solely responsible for direct damage attributable to him. Direct damage is only understood as:

  1. Reasonable costs to determine the cause and extent of the damage, insofar as the determination relates to damage within the meaning of these conditions;
  2. The possible reasonable costs necessary to answer the defective performance of CRK DESIGN to the agreement;
  3. Reasonable costs incurred in order to prevent or reduce damage, insofar as the client demonstrates that these costs have led to the reduction of the direct damage provided for in these terms and conditions. CRK DESIGN liability for all other than the above-mentioned damage, such as indirect damage, including consequential loss, loss of profits, mutilated or corrupted data or materials, or damage caused by company stagnation, is excluded.

Any liability expires in the course of one year from the completion of the assignment.

The client is obliged, if reasonably possible, to keep copies of materials and data supplied by him until the assignment is fulfilled. If the client fails to do so, CRK DESIGN can not be held liable for any damage that had not occurred in the existence of these copies.

The client is not permitted to transfer any right from a contract concluded with CRK DESIGN to third parties, other than on transfer of his entire company.

The parties are required to treat facts and circumstances that are known to the other party in the context of the contract, confidential. Third parties involved in the performance of the contract will be bound by the same confidential treatment with respect to these facts and circumstances from the other party.

The inscriptions in these Terms and Conditions are for the sole purpose of promoting readability and are not part of these terms and conditions.

The agreement between CRK DESIGN and the client is governed by Dutch law. The court to hear disputes between CRK DESIGN and the client is the competent court in the district where CRK DESIGN is located, or the law-enforcement court, this at the discretion of CRK DESIGN.

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