Terms and Conditions

2. FEE AND PAYMENT

2.1 Quotation

All oral and written offers and the associated quotations from Awesome Dude are without obligation. The quotations may be subject to change due to an unforeseen change in the work. After accepting it offer by the customer, change is no longer an issue, except for unforeseen circumstances within the meaning of Section 6:258 of the Dutch Civil Code.

2.2 Payment obligation and invoicing

Awesome Dude has the right to send its invoices electronically or by post. Payments must be made within 14 days of the invoice date. We always work in phases on projects. Terms are linked to this: Payment of the amount: 1st installment: 30% upon order 2nd installment: 30% upon installation 3rd installment: 40% 14 days after final delivery If a product has been ordered, the client is obliged to accept it, unless the product does not meet the agreement. If there is a delay in a process, which can be blamed on the client, as a result of which Awesome Dude cannot can proceed to the next phase, it has the right to invoice the assignment in its entirety. We will only go to this measure after a period of 3 months without the situation having changed (changes/work). If after when the specified payment term has not yet been received by Awesome Dude, the customer will be reminded of this, either by telephone or in writing. Following this, a final reminder will be the logical next step. 7 working days after this reminder, the claim will be transferred to the bailiff or collection agency where Awesome Dude is located working together at that time. Additional additional costs and interest will be charged to the client. After the expiry of 30 days after the due date ( equates to 45 days after the invoice date ) the Client who does not pay on time pays, without notice of default being required, in default by operation of law. In this case, Awesome Dude also has it right the agreement or the part thereof that has not yet been performed without notice of default or judicial intervention at its own discretion A: to terminate, B: to suspend or C: to apply a right of retention, without prejudice to the right of Awesome Dude to demand compensation for any damage that may arise for him as a result.

2.3 Fee for changed assignment

If Awesome Dude, due to late or non-delivery of complete, sound and clear data or due to a changed or incorrect assignment and/or briefing is forced to perform more or other work, these will be activities are declared separately. If during the execution of the agreement it appears that for proper execution it is necessary to carry out the work change or supplement work, the parties will terminate the agreement accordingly in a timely manner and in mutual consultation to adjust. However, mutual consultation is only necessary if these costs exceed 10% of the original amount placed project amount. Awesome Dude is entitled to costs such as additions, tests, discussions and/or performances that take place to be charged to the Client at the request of the Client.

2.4. Commencement agreement

An agreement is concluded on the day that the following conditions are met: the agreement is in writing or clearly approved digitally via email by the client and Awesome Dude has sent its invoice at the start of the assignment. Only at this point has the order been received and definitively accepted by Awesome Dude.

2.5 Duration of agreement

The minimum contract duration associated with an assignment is 6 months. The term starts with final acceptance, see art. 2.4 Due to the nature of our products and services, which must be available day in and day out, our service is automatically and tacitly extended for one year. The costs for the extension of our services go per year. In the case of an unchanged order, the costs are for website maintenance and the continuation of online marketing campaigns approximately 25% of the original order amount, but never more than 30%. For each subsequent month, the amount invoiced in full in advance. If the contract is terminated prematurely, no payment will be made for the remaining months restitution.

2.6 Termination Agreement

Both parties can terminate the agreement at any time, provided that the termination is done in writing and with reasons. In that case, the parties must observe a notice period of at least two months and must take into account any current contract periods.

2.7 Extended & Extend Retention of Title

Retention of title is regulated in the Netherlands in Section 3:92 of the Dutch Civil Code. Within the agreement between Awesome Dude and client are some specific matters due to the internet nature of the service. It is therefore arranged as follows: Client is only the owner of the purchased website components if all invoices have been paid paid. The retention of title is not only limited to the delivered website components, but also each separately part of this. Think of design, software, technical web design, web hosting, texts, photos, domain name, management systems, email and online marketing strategy, including external links to the client's domain. Because this property can only be used if the domain name (DOMAIN NAME SYSTEM) is also owned by to the owner, the domain name is also part of the whole of related activities. Even if it's not direct registered in the name of Awesome Dude but in the name of the client. All invoices and also not yet invoiced outstanding obligations arising from the original agreement as well as the service contract must be fully paid to transfer property. If the client does not fulfill his obligations towards Awesome Dude and remains if the condition is not met, then Awesome Dude can claim everything that has to do with the website as a whole as property of the claim client. Because the website and everything related to it remains the property until payment has been made in full, the item is not subject to recourse by creditors of the acquirer and he can also issue the claim reserved matter. The Client therefore agrees that if the agreed terms are not met payment obligation Awesome Dude is entitled to place Google advertisements on the website, until the amount of all outstanding receivables including interest & costs have been paid. The client will also cooperate in correct transfer of the domain name on which Awesome Dude has installed the website in the name of the client. Additional condition: Awesome Dude will acquire full ownership rights as prescribed by SIDN.nl over the domain name if these outstanding receivables have not been settled within 1 year by means of placing the Google Adsense ads. The Client will cooperate in the transfer of this domain name if payment obligation has not been met can become.

4. Internet and law

4.1 Copyright

You agree to abide by the letter of the copyright law.

4.2 Limitation of Liability

Awesome Dude's services may only be used for legal purposes. Awesome Dude does not take responsibility for the information posted on the customer's website. The customer is entirely responsible for the information posted on its site. By using the services of Awesome Dude, the customer will not have any rights violate third parties, do not behave indecently or contrary to good morals or public order and not contrary to legal act provisions. In particular, the customer will:

• respect the intellectual property rights of third parties;
• not distribute information with a racist content;
• not distribute information with a discriminatory content;
• not sexually harass or otherwise harass anyone;
• do not distribute data in violation of legal provisions;
• do not spread viruses;
• do not distribute erotic content.

If the customer, in the opinion of Awesome Dude, acts contrary to the obligations, Awesome Dude is entitled to the customer to refuse.

4.3 Arising Claims

The customer declares not to hold Awesome Dude liable for claims arising from activities of the customer and on his turn to indemnify Awesome Dude against any claim from third parties in this regard. The Client indemnifies Awesome Dude in this respect from liability of third parties with regard to damage of any nature whatsoever, caused by or in connection with the performance of the agreement.

4.4 Force majeure

Awesome Dude is not liable in case of force majeure. Force majeure is also understood to mean at the discretion of Awesome Dude does not have sufficient data or the provision of incorrect data, or the lack of sufficient cooperation by the Client.

APPENDIX

PROCESSOR AGREEMENT - PROCESSING OF PERSONAL DATA

If the Supplier processes Personal Data for the benefit of the Client during the performance of the Agreement, in In addition to the General Terms and Conditions, the following terms and conditions apply.

Article 1. General

1. The terms defined in this Annex in the General Data Protection Regulation (hereinafter: “GDPR”) have the meaning assigned to them in the GDPR. This Annex qualifies as a processing agreement as intended in Article 28 GDPR.
2. The Supplier offers the Client the option of purchasing the Service, whereby the Supplier will perform the Service for and on behalf of the Client Can Process Personal Data. When processing Personal Data, the Client can be regarded as Controller, or if the Client processes the Personal Data on behalf of a third party as processor. The Supplier fulfills the role (depending on the capacity in which the Client processes Personal Data). of Processor or sub-processor.

Article 2. Purposes of processing

1. The Supplier undertakes to perform under the terms of the Agreement on the instructions of the Client Process personal data. The processing will only take place in the context of the execution of the Agreement , plus those purposes that are reasonably related thereto or that are determined by further consent.
2. The Supplier will not process the personal data for any purpose other than as determined by the Client. The Client will inform the Supplier of the processing purposes insofar as they are not already included in this Annex named. The addendum to this Annex specifies the categories of data subjects and personal data involved.
3. The Supplier has no control over the purpose and means for the processing of Personal Data. Supplier does not make decisions about the receipt and use of the Personal Data, the provision to third parties and the duration of the storage of Personal Data.

Article 3. Obligations supplier

1. With regard to the processing referred to in Article 2, the Supplier will ensure compliance with the conditions that, pursuant to the GDPR, are subject to the processing of Personal Data.
2. The Supplier will process Personal Data and other data provided to the Supplier by or on behalf of the Client will be delivered.
3. The Supplier shall inform the Client, at its request and within a reasonable term, about the measures taken regarding its obligations under this Annex.
4. The Supplier's obligations arising from this Annex also apply to those who process Personal Data under the authority of Supplier.
5. The Supplier shall notify the Client if, in its opinion, an instruction from the Client is in conflict with relevant privacy laws and regulations.
6. The Supplier will provide the Client with the necessary cooperation if a data protection impact assessment, or prior consultation of the supervisory authority, should be necessary.

Article 4. Transfer of personal data

1. The Supplier may process the personal data in countries within and outside the European Union, with due observance of the relevant laws and regulations.
2. The Supplier shall inform the Client, at its request, of the country or countries involved.

Article 5. Division of Responsibility

1. Parties will ensure compliance with applicable privacy laws and regulations.
2. The permitted processing will be carried out by the Supplier within a (semi-)automated environment.
3. The Supplier is solely responsible for the processing of the Personal Data under this Annex, in accordance with the instructions from the Client and under the explicit (final) responsibility of the Client. For all others processing of Personal Data, including but not limited to the collection of the Personal data by the Client, processing for purposes that have not been reported to the Supplier by the Client, processing by third parties and/or for other purposes, the Supplier is not responsible. The responsibility for this processing rests exclusively with the Client.
4. The Client guarantees that the content, the use and the order to process Personal Data, such as referred to in this Annex, is not unlawful and does not infringe any right of third parties.
5. Without prejudice to the other rights of the Supplier, the Client indemnifies the Supplier against any damage or claims from third parties and fines imposed by supervisors, if the Client acts in violation of this Annex and/or the General Data Protection Regulation and/or any other applicable laws and regulations.

Article 6. Engaging third parties or subcontractors

1. The Client hereby grants the Supplier permission to engage third parties (sub-processors) for the processing.
2. At the request of the Client, the Supplier will inform the Client as soon as possible about the enabled sub-processors. The Client has the right to object to the engagement of a sub-processor. This objection must be submitted in writing, within two weeks and supported by arguments.
3. The Supplier unconditionally ensures that these third parties assume the same obligations in writing as between Client and Supplier have agreed. The Supplier guarantees correct compliance with these obligations by it third parties.

Article 7. Security

1. The Supplier shall endeavor to take appropriate technical and organizational measures with regard to the carry out processing of Personal Data, against loss or against any form of unlawful processing (such as unauthorized access, damage, alteration or provision of personal data).
2. The Supplier does not guarantee that the security is effective under all circumstances. Supplier will make an effort to ensure that the security meets a level that, given the state of the art, exceeds the sensitivity of the personal data and the costs associated with security, is not unreasonable.
3. The Client will only make Personal Data available to the Supplier for processing if the Client wishes to do so has assured that the required security measures are in place. The Client is responsible for compliance with the measures agreed upon by the Parties.

Article 8. Reporting obligation

1. In the event of a security breach and/or a data breach (which is understood to mean: a breach of security that accidentally or unlawfully resulted in the destruction, loss, alteration or unauthorized disclosure of or the unauthorized access to forwarded, stored or otherwise processed data) the Supplier will, to the best of its ability make every effort to inform the Client about this as soon as possible, on the basis of which the Client assesses whether it inform the supervisory authorities and/or data subjects or not. The Supplier shall make every effort to ensure that the to make the information provided complete, correct and accurate.
2. If required by law and/or regulations, the Supplier will cooperate in informing the relevant parties authorities and any persons involved. The Client is responsible for reporting to the relevant authorities.
3. The duty to report in any case includes reporting the fact that there has been a leak, as well as: What is the (alleged) cause of the leak;

• a) What is the (as yet known and/or expected) consequence;
• b) What is the (proposed) solution;
• c) What are the measures already taken;
• d) Contact details for the follow-up of the report;
• e) Who has been informed (such as the person concerned, the Client, the supervisor).

Article 9. Handling requests from data subjects

1. In the event that a data subject sends a request about his personal data to the Supplier, the Supplier will process the request forward it to the Client and inform the person concerned. The Client will then proceed with the request handle independently. If it appears that the Client needs help from the Supplier for the implementation of a request from a person involved, the Supplier will cooperate with this and the Supplier can immediately charge costs for this to take.

Article 10. Secrecy and Confidentiality

1. All Personal Data that the Supplier receives from the Client and/or collects itself in the context of this Annex rests on it a duty of confidentiality towards third parties. The Supplier shall not use this information for any purpose other than that for which it is intended has obtained it, unless it has been brought into such a form that it cannot be traced back to the data subjects.
2. This duty of confidentiality does not apply: Insofar as the Client has given explicit permission to provide the information to third parties; or If the provision of the information to third parties is logically necessary for the performance of the Main Agreement or this Annex; and
If there is a legal obligation to provide the information to a third party.

Article 11 Audit

1. The Client has the right to have audits carried out by an independent ICT expert who is bound by confidentiality bound to verify compliance with all points of this Annex.
2. This audit will only take place after the Client has received similar audit reports from the Supplier requested, assessed and puts forward reasonable arguments that warrant an audit initiated by the Client justify. Such an audit is justified when the similar audit reports available at Supplier provide no or insufficient information about the Supplier's compliance with this Annex. The Client-initiated audit takes place two weeks after prior announcement by the Client, once a year.
3. Supplier shall cooperate with the audit and provide all information reasonably relevant to the audit, including supporting information data such as system logs (except for privacy-sensitive data from third parties), and employees as timely as possible and within a reasonable term, whereby a term of a maximum of two weeks is reasonable unless an urgent interest opposes this, providing.
4. The findings resulting from the audit carried out will be assessed by the Parties in mutual consultation and, according to reason therefor, whether or not implemented by one of the Parties or by both Parties jointly.
5. The reasonable costs for the audit are borne by the Client, on the understanding that the costs for the costs to be hire an ICT expert will always be borne by the Client.

Article 12. Duration and cancellation

1. The Annex is entered into for the duration as stipulated in the Agreement between the Parties and, in the absence thereof, in any case for the duration of the collaboration.
2. The Annex cannot be terminated prematurely.
3. Parties may only amend this Annex by mutual consent.
4. After termination of the Annex, the Supplier will immediately destroy the Personal Data received from the Client, unless Parties agree otherwise.