General Terms and Conditions of At10
Article 1: Applicability of these general terms and conditions
1.1 These general terms and conditions apply to all offers, quotations, confirmations, agreements concluded by At10, services provided, and all other actions performed by At10.
1.2 These conditions apply to any offer, unless explicitly deviated from by the parties in mutual agreement.
1.3 The applicability of any purchasing conditions or other conditions of the client is expressly rejected.
1.4 By signing an agreement (quotation or confirmation) with At10, the client declares that they have received a copy of these general terms and conditions, have read and understood them, and agree to these general terms and conditions.
Article 2: Quotations
2.1 The amounts stated in quotations are exclusive of the legally applicable VAT in Euro, unless otherwise indicated.
2.2 All quotations from At10 are non-binding, unless a term for acceptance is specified in the quotation. If a term for acceptance is specified in the quotation, the quotation expires when this term has passed.
2.3 Offers or quotations do not automatically apply to future orders.
Article 3: Execution of an agreement
3.1 At10 will execute the agreement to the best of its knowledge and ability.
3.2 If and to the extent that proper execution of an agreement requires, At10 reserves the right to have certain activities performed by third parties. At10 is not required to inform the client of this.
3.3 The client must ensure that all data, which At10 indicates as necessary or which the client can reasonably understand to be necessary for the correct execution of an agreement, are provided to At10 in a timely manner. If the necessary data for the execution of an agreement are not provided to At10 in a timely manner, At10 reserves the right to suspend or terminate the execution of an agreement. At10 also reserves the right to charge the client for the costs incurred due to the negligence of the client, according to the usual rates. Even in case of termination of an agreement, the costs already incurred will be charged to the client.
3.4 At10 is not liable for any damage of any kind arising from the fact that At10 relied on incorrect or incomplete information provided by the client, provided that this incorrect or incomplete information should have been known to the client.
3.5 If it is agreed that an agreement will be executed in stages, At10 may suspend the execution of the parts that belong to a subsequent stage until the client has approved the results of the preceding stage in writing.
Article 4: Duration of Contract/Execution Period
4.1 The agreement is entered into for an indefinite period, unless explicitly agreed otherwise by the parties.
4.2 If a term is agreed upon within the duration of an agreement for the completion of certain work, this is not a strict deadline, unless expressly agreed otherwise. In case of exceeding the agreed execution period, the client must notify At10 in writing by registered mail of the default.
Article 5: Delivery Time and Delivery
5.1 Unless expressly agreed otherwise, the shipment of goods is at the expense and risk of the client, even if the transport is carried out by At10 and/or on behalf of At10.
5.2 Exceeding the delivery time is never considered a breach, and the obligation of the client to accept the goods remains unaffected. In no case is the client entitled to cancel the agreement, refuse the receipt of the goods or payment thereof, or claim compensation for damages.
Article 6: Amendment of an Agreement
6.1 If it appears during the execution of an agreement that it is necessary to change or supplement the work to be performed for a proper execution, the parties will adjust the agreement as soon as possible and in mutual consultation. In no case is the client entitled to cancel the agreement.
6.2 If the parties agree to amend or supplement an agreement, this may affect the completion date of the execution. At10 will inform the client of this as soon as possible. In no case is the client entitled to cancel the agreement.
6.3 If the change or addition has financial or qualitative consequences, At10 will inform the client in advance. If a fixed fee has been agreed upon, At10 will indicate to what extent the change or addition to the agreement results in an exceeding of this fee.
Article 7: Confidentiality
7.1 Both parties are obligated to maintain the confidentiality of all confidential information they have obtained from each other or from other sources in the context of their agreement. Information is considered confidential if it has been communicated by the other party or if it reasonably follows from the nature of the information.
Article 8: Intellectual Property and Third-Party Portrait Rights
8.1 Without prejudice to the provisions of Article 7.1 of these terms and conditions, At10 reserves the rights and powers to which it is entitled under the Copyright Act.
8.2 All documents provided by At10, such as audio-visual files, advice, designs, sketches, drawings, software, quotations, etc., are solely intended for use by the client and may not be reproduced, made public, or provided to third parties without the express prior written consent of At10.
8.3 At10 also reserves the right to use the increased knowledge resulting from the execution of work for other purposes, provided that no confidential information is disclosed to third parties in the process.
8.4 The client is responsible for obtaining prior permission from third parties who may be part of the film or photography.
8.5 The client must ensure that all third parties who may be filmed (can) provide written consent in advance.
8.6 If third parties later request At10 to remove them from the footage, this is the responsibility and cost of the client.
Article 9: Cancellation
9.1 If a client cancels an assignment, they are obligated to reimburse At10 for the costs already incurred, and they owe At10 an amount equal to 50% of the agreed price by way of compensation, without prejudice to At10's right to demand full performance of the agreement and/or compensation for damages.
9.2 If a client cancels an assignment within one week of execution or modifies the assignment, At10 reserves the right to demand 100% of the agreed price.
9.3 In the event of early termination of an assignment, At10 will charge the client for the work done, but at least 85% of the agreed price.
9.4 In case of early termination of a service with a contractual term, an invoice will be prepared for the period from the termination date to the end of the contractual term (see Article 4), which the client/contractor must pay to At10 within 14 days.
9.5 The client/contractor must notify At10 of the cancellation of an ongoing agreement in writing and by registered mail.
Article 10: Termination of an Agreement
10.1 If the client fails to meet their obligations under the agreement, including these general terms and conditions, or if there is serious doubt as to whether the client is able to fulfill their contractual obligations to At10, At10 is entitled, without notice of default or judicial intervention, to either suspend the agreed services or to terminate the agreement in whole or in part, without At10 being obliged to pay any compensation, and without prejudice to At10's other rights. The client is obligated to pay the agreed price until the agreement is validly terminated or dissolved, or at least terminated.
10.2 Each party is entitled to terminate the agreement if the other party, after a proper and as detailed as possible written notice of default with a reasonable period for rectification of the default, fails severely in the performance of essential obligations under the agreement.
10.3 At10 may terminate the agreement without prior notice and without judicial intervention by written notice with immediate effect if the client is granted a provisional suspension of payment, if bankruptcy is requested with regard to the client, if the client decides to apply for its own bankruptcy or for the application of the debt rescheduling scheme for natural persons, if the client attempts to settle its debts, or if the client otherwise loses control over its assets (e.g., due to attachment), or if the business is liquidated or terminated for purposes other than reconstruction or merger of businesses. The client is obliged to inform At10 immediately in case of any such circumstances. At10 will never be liable for damages as a result of such termination.
10.4 The client must notify the termination of the agreement in writing and by registered mail.
Article 11: Samples, Models, Tests, and Examples
11.1 If the client is shown or provided with a script, concept, or example, this is presumed to be shown or provided for illustrative purposes only. The characteristics of the items to be delivered may deviate from the sample, model, or example, unless it has been expressly stated that the items will be delivered in accordance with the sample, model, or example shown or provided.
Article 12: Obligations regarding communication channels and promotion.
12.1 At10 reserves the right to use delivered products for its own promotional purposes, unless otherwise agreed upon in writing.
12.2 The client must mention At10 as the supplier in all of its communication channels, unless otherwise agreed upon in writing.
Article 13: Defects/Complaint Periods
13.1 Complaints about the work performed must be reported by the client to At10 in writing and by registered mail within eight (8) days of discovery, but no later than thirty (30) days after completion of the work in question.
13.2 If a complaint is reasonably valid, At10 will perform the work again if necessary, unless this has become pointless for the client. The client must communicate this to At10. In the case of pointlessness, At10 is not obligated to compensate the client.
Article 14: Fee
14.1 For offers and agreements in which a fixed fee is offered or agreed upon, paragraphs 2, 6, and 7 of this article apply. If no fixed fee is offered or agreed upon, paragraphs 3 and 7 of this article apply.
14.2 The parties can agree on a fixed fee when concluding an agreement. The fixed fee is exclusive of VAT, travel, accommodation, packaging, delivery, or shipping costs, and administrative costs.
14.3 If no fixed fee is agreed upon, the fee will be determined based on the actual hours spent. The fee will be calculated according to At10's usual hourly rates. These rates apply for the period during which the work is performed, unless a different rate has been agreed upon.
14.4 Cost estimates are exclusive of VAT, travel, accommodation, packaging, delivery, or shipping costs, and administrative costs.
14.5 For assignments with an (anticipated) duration of more than three (3) months, the due costs will be invoiced periodically.
14.6 If At10 agrees on a fixed fee or hourly rate with the client, At10 is nevertheless entitled to increase it.
14.7 If the increase exceeds 10%, the client has the right to terminate the agreement immediately by registered mail, but this must be done within 14 days after being informed of the increase. After this period, the client accepts the increase.
Article 15: Payment Conditions
15.1 Payment must be made within fourteen (14) days after the invoice date. After the payment term has expired, the client is in default. From that moment on, the client owes interest of 10% per month on the principal amount, with a minimum of 100,- (exclusive of VAT).
15.2 Payment must be made in two installments, unless explicitly agreed upon otherwise by the parties. The first installment includes all production costs (e.g., location rental, equipment rental, one-time purchase of products, catering, etc.) and fifty percent (50%) of the final invoice (including VAT). In the second installment, the remaining amount is invoiced, including travel, accommodation, packaging, delivery, or shipping costs, and administrative costs (including VAT). Payments must be made according to paragraph 14.1 of this article.
15.3 In the event of liquidation, bankruptcy, suspension of payments, discontinuation of the business, takeover of the business, all obligations of the client become immediately due and payable. The client remains responsible for these obligations.
15.4 Payments made by the client must be used first to settle any interest and costs due, and then to settle the oldest outstanding invoices.
15.5 If the client disagrees with an invoice or its amount, the client must notify At10 in writing and by registered mail within five (5) days of the invoice date. After the expiry of the aforementioned period, the client agrees to the invoice and its amount.
Article 16: Default in Payment
16.1 At10 has the right to temporarily or completely disable or restrict the use of (delivered) products and services if the client fails to comply with the agreement and obligations towards At10 or violates these general terms and conditions. At10 will notify the client of this in advance, unless it is not reasonably and fairly expected of At10 to do so. The obligation to pay the outstanding amounts remains in effect during any suspension of use.
Article 17: Collection Costs/(Extra)Judicial Costs
17.1 In the event that the client defaults and fails to make payment, all costs deemed necessary for the collection of the claim shall be borne by the client. These costs include collection costs, (extra)judicial costs, information costs, applicable VAT, enforcement costs, etc.
Article 18: Liability and Indemnification
18.1 At10 cannot be held liable for completed assignments or the content of media products hosted on At10's web server.
18.2 At10 and individuals working on behalf of At10 to execute the agreement cannot be held liable by the client for any damage of any kind, including business damage and other consequential damage suffered by anyone, arising from or related to products or services provided by At10.
Article 19: Force Majeure
19.1 In cases of force majeure, At10's obligations are suspended. If the period in which At10's obligations cannot be fulfilled due to force majeure exceeds two (2) months, both parties are entitled to terminate the agreement without any obligation to pay compensation.
19.2 If At10 has partially fulfilled its obligations or can only partially fulfill its obligations upon the occurrence of force majeure, it is entitled to invoice the already executed or executable part to the client. The client is obliged to pay this invoice as if it were a separate contract. However, this does not apply if this part of the work has no independent value.
19.3 In the event of force majeure, At10 is entitled to consider the agreement dissolved without judicial intervention and without being obligated to pay compensation.
19.4 Force majeure includes any foreign cause that cannot be attributed to us and that prevents the fulfillment of the agreement or makes it significantly more difficult or burdensome, to the extent that it cannot reasonably be expected of us.
Article 20: Disputes
20.1 All disputes arising from an agreement covered by these General Terms and Conditions, or in connection with additional agreements related to it, must initially be submitted to the competent court.
20.2 Dutch law applies to any agreement between At10 and a third party.
Breda, Netherlands 2023
Jan de Wijsestraat 5
4851 EM Ulvenhout, Netherlands
Phone: +31 6 41170517
CoC number: 82895805