TERMS & CONDITIONS

Please read the Terms and Conditions as they exist to provide clarity for both parties in the unlikely event of a dispute arising.  All commissions will be undertaken on the premise that the Terms and Conditions as outlined and explained below have been read and agreed upon and is legally binding as per Article 2:101 (ex. art. 5.101) – Conditions for the Conclusion of a Contract of EU Law.

This agreement and its legal validity, place of jurisdiction and place of performance is The Netherlands/ European Union and subject to Dutch Law, and the Laws of the European Union.  Parties agree to submit to the jurisdiction of the courts in respect of any dispute or difference arising under the agreement.

When contracting the services of LB Cannabis Copy & Content, you acknowledge that, as the basis for the contract between us (LB Cannabis Copy & Content and the Client/Organisation commissioning services), that the Terms and Conditions expressed here take precedence over any other contract(s), term(s) and condition(s), either expressed or implied.

If one or more provisions of the Terms and Conditions expressed here should be, or become invalid, the other provisions of the Terms and Conditions remain valid. In lieu of the invalid provision, the parties will agree on a provision which comes closest in its financial effects to the invalid provision, but in a manner which is admissible in law.

 

IN THESE TERMS AND CONDITIONS:

“Contractor” means LB Cannabis Copy & Content (KvK: 67701434) located at Hamrikkerweg 80, 9943PC, Nieuw Scheemda, The Netherlands;

“Client” means the Client/Organisation, whom is commissioning the services of the Contractor and to whom LB Cannabis Copy & Content shall provide services.

 

1. APPLICATION & CONCLUSION OF CONTRACT

These General Terms and Conditions apply to all stages of a project and/or project order with the Client. By the Client commissioning a project either verbally, or in writing, and upon written confirmation of acceptance of the project by the Contractor, the general Terms and Conditions as written here constitutes and concludes a legally binding contract for work and services between the Client and the Contractor as per Article 2:101 (ex. art. 5.101) – Conditions for the Conclusion of a Contract of EU Law.

 

1.1 CUSTOM SERVICES

Prior to commencing work, the Contractor shall send a Project Proposal to the Client that outlines the scope of work, fees and project duration.  By the client accepting this Project Proposal, either verbally, via email, and/or by making payment of the retainer fee, the general Terms and Conditions as written here constitutes and concludes a legally binding contract for work and services between the Client and Contractor as per Article 2:101 (ex. art. 5.101) – Conditions for the Conclusion of a Contract of EU Law.

 

1.2 PACKAGED SERVICES

The Client may also issue written orders to the Contractor in text form by email. In this case, the Contractor is obliged to answer the Client’s email within a reasonable time by email, expressly informing the Client whether he/she accepts the project.

Prior to commencing work, the Contractor shall confirm the services to be provided to the Client in the form of a Project Proposal.  By the client accepting this Project Proposal, either verbally, via email, and/or by making payment of the retainer fee, the general Terms and Conditions as written here constitutes and concludes a legally binding contract for work and services between the Client and Contractor as per Article 2:101 (ex. art. 5.101) – Conditions for the Conclusion of a Contract of EU Law.

 

2. DESCRIPTION OF WORK AND SERVICES

2.1 THE PROJECT PROPOSAL

The Project Proposal is an integral part of the contract for scope of work (SOW), and defines the services to be rendered, the deliverables, and the delivery schedule & deadlines, for the relevant project order.  Upon acceptance of the Project Proposal by the Client (as outlined in section 1 – APPLICATION & CONCLUSION OF CONTRACT), the Client agrees to the description of services, deliverables, and delivery schedule & deadlines as is.  The Contractor is obliged to execute orders in accordance with the Project Proposal as agreed upon by the Client and the Contractor.

Although the Contractor ensures that the Project Proposal is as accurate and as complete as possible (based on the information provided to the Contractor by the Client), the Client accepts that the Project Proposal by its very nature may contain ambiguities. The Client accepts responsibility for this ambiguity, and for any additional costs incurred in rewriting the content and/or copy accordingly.

 

2.2 CHANGE MANAGEMENT/ORDER

In the event of the Client changing the brief after work has commenced, the Client will inform the Contractor in writing as soon as possible.  All changes in the Project Proposal and/or SOW will have to be approved by both parties after due consideration to the impact that it may have on the schedule and effort.  Such changes may result in the financial considerations for the project to be revised.  If a mutual agreement can not be reached, the original Project Proposal will remain valid, unless terminated in writing by the Client as per section 5 - TERMINATION of these Terms and Conditions.  

 

2.3 DELIVERY SCHEDULE & DEADLINES

The delivery schedule & deadlines as set out in the Project Proposal are an integral part for the successful completion of the project.  The delivery schedule & deadlines section of the Project Proposal outlines the deadline for delivery of deliverables by the Contractor, as well as review deadlines for the Client.  

In the event of either the Client or the Contractor not being able to meet a deadline, this must be communicated in writing as soon as possible, and a new deadline must be mutually agreed upon. 

If the Client exceeds a deadline by more than 21 days without communication or notification of the delay to the Contractor, the Contractor reserves the right to classify the project as “Inactive”.  The remainder of the Project Fee  or Package Fee (as per section 4 - TERMS OF PAYMENT of these Terms and Conditions) will be invoiced under the late payment directive.  In addition, liquidated damages will be charged to cover losses, expenses and damages at a rate of €50 per day, up to and not to exceeding the total amount of the original Project Fee.

 

2.4 REVISIONS & EDITS

All quotations include one revision unless otherwise stated.  Any further revisions will be charged at €50 per hour and excludes rewrites which constitutes revisions on more than 30% of original submitted content and/or copy.

The Contractor makes every effort to ensure that content and/or copy is free of spelling mistakes and other literals. Early drafts may sometimes contain such errors, and the Contractor’s practice is to ensure that these are removed before a final draft is submitted to the Client. However, the responsibility of checking for spelling mistakes and literals is that of the Client.  The Client will indemnify the Contractor against any costs incurred as a result of the appearance of such errors in the final published form in which the Client uses the copy concerned, whether or not these errors appeared in any draft of the copy supplied by the Contractor.

 

3. FEES

Fees will be agreed to in advance and detailed in the Project Proposal. The Client will show acceptance of the Contractor’s Fees either verbally, via email, and/or by making payment of the Retainer Fee or Package Fee.

 

 4. TERMS OF PAYMENT

4.1 CUSTOM/BESPOKE SERVICES

The Contractor will invoice 75% of the Project Fee as a Retainer Fee on or after the date on which an agreement has been reached between the Client and the Contractor. This Retainer Fee is non-refundable except in the event Contractor does not reasonably deliver according to the terms of these Terms and Conditions.  

Work will commence at the moment payment of the Retainer Fee is received. If payment of the Retainer Fee has not been made within 15 calendar days of the receipt of the invoice, the Project Proposal becomes null & void.  

The remainder of the Project Fee will be invoiced on the day completed work is handed over and is due immediately upon receipt of thereof. 

Payment must be made to LB Cannabis Copy  & Content bank account (details provided on the invoices) via TransferWise or bank transfer. Bank/wire transfers outside of SEPA countries will incur a US$30 processing and service fee.

 

4.2 PACKAGED SERVICES

Packaged Services are billed monthly for three (3) consecutive months. The Contractor will invoice 100% of one (1) month’s fee of the Package Fee on or after the date on which an agreement has been reached between Client and Contractor.  Thereafter, the remainder of the months will be billed at the beginning of the month.

Work will commence at the moment payment of the Package Fee is received.  Delayed payments will automatically result in an equal delay in the original deadlines as set out in the Project Proposal. 

Payment must be made to LB Cannabis Copy  & Content bank account (details provided on the invoices) via TransferWise or bank transfer. Bank/wire transfers outside of SEPA countries will incur a US$30 processing and service fee.

 

4.3 LATE PAYMENTS & FEES

4.3.1 Custom Services: Payment must be made in full upon receipt of the Invoice.  In the event of non-payment after 60 calendar days from invoice date, a 15% late payment charge per month plus an 8% annual interest rate on the total amount will be due immediately to the Contractor to recover costs in accordance with the Late Payment Directive, 2011/7/EU.  

In the event of a Debt Collection Agency having to be hired, all administration, agency, legal and extrajudicial collection costs incurred by this action, as well as any and all damages sustained due to non-payment, will be charged to the Client.

4.3.2 Packaged Services: Payment must be made before the 1st day of each billing month.  If payment has not been made within 15 calendar days from the 1st day of the billing month, the Packaged Service becomes null & void, and at which time the client will be invoiced for the remainder of the Package Fees for the remainder of the contract period. In the event of non-payment after 60 calendar days from invoice date, a 15% late payment charge per month plus an 8% annual interest rate on the total amount will be due immediately to the Contractor to recover costs in accordance with the Late Payment Directive, 2011/7/EU. 

In the event of a Debt Collection Agency having to be hired, all administration, agency, legal and extrajudicial collection costs incurred by this action, as well as any and all damages sustained due to non-payment, will be charged to the Client.

 

5. TERMINATION

Either party may terminate the contract by giving not less than 14 calendar days’ written notice to the other party.  If the Client terminates the contract, all sums and moneys from the time of commencement of the contract owed to the Contractor shall become immediately due and payable by the Client.  In particular, the Client shall pay the Fee in full without deduction or set-off of any kind, regardless of whether the Contractor provided the Services to the Client.

In the event of termination howsoever arising, the Client shall be solely responsible for any losses, costs or damages suffered by the Client or any third party as a result of any delay caused to the Client’s business or any third party, and the Client agrees to indemnify the Contractor accordingly.

Furthermore, the Client will not use for any purpose whatsoever any material contained in any drafts that the Contractor wrote for the Client. The Contractor will retain the copyright on the draft material and have the right to use it as seen fit.

 

6.  ASSIGNMENT & OWNERSHIP OF INTELLECTUAL PROPERTY

The Contractor owns all copyright and intellectual property rights on all content and/or copy (meaning all words and/or phrases and/or content) produced until such time as payment of Fee(s) and all associated costs from the Client has been received in full.

The Client shall have no rights in any content and/or copy produced prior to making full payment. Once payment has been received in full, the Contractor will grant the Client a perpetual licence to use all content and/or copy produced for the purpose it was produced. For the avoidance of doubt, the Client does not have the right to use content and/or copy for any unauthorised purposes nor to sub-licence the content and/or copy to any third party.

The Client accepts that if the Client supplies the Contractor with somebody else’s content and/or copy as a guide to the Client’s requirements. the Contractor will make reasonable efforts to ensure that any draft content and/or copy produced by the Contractor does not breach the owner’s copyright. Notwithstanding this, the Client will indemnify Contractor against any action (including all costs, liabilities, damages and expenses) arising directly or indirectly from my use of this content and/or copy as reference material.

The Client grants the Contractor the right to reference each project and the Client’s name(s) in all future Contractor marketing and other publicity materials unless otherwise specified. Where possible, all content and/or copy will be attributed to the Contractor with the Contractor’s name appearing in the by-line.

 

7. LIABILITY & INDEMNITY

While the Contractor takes all reasonable steps to perform obligations under these Terms and Conditions, the Contractor’s liability to the Client for breach of these Terms and Conditions (whether by the Contractor or the Contractor’s agents, employees or any third party) is excluded to the fullest extent permitted by law.

Upon receipt and acceptance of work submitted to Client by Contractor, Client relinquishes Contractor of any and all liabilities, damages, claims, costs, expenses, or losses associated with Client’s defence as a result of civil claims or proceedings brought against the Contractor based on any work prepared for the Client and approved by the Client before publication.

Contractor provides the work as-is and Client’s acceptance of such work constitutes transfer of associated liabilities, etc. with the work.  

Contractor guarantees that the work is written with the best of intentions, is free of plagiarism, and includes no slander, libel, or factually-incorrect information.  Client’s acceptance of submitted work represents Client’s agreement that the work is legally suitable for publishing and distribution.  Contractor is not responsible for any changes or edits made to the piece after work is submitted and accepted by Client.

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LB Cannabis Copy & Content Terms & Conditions 2018

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