1. Definitions
In these terms and conditions, the following definitions apply: Service Provider: Luna Bagchus, located in Eindhoven, registered with the Dutch Chamber of Commerce under number 42096732. Client: any natural or legal person entering into an agreement with the Service Provider or requesting a quotation. Agreement: any arrangement between the Service Provider and the Client regarding the provision of services.
2. Applicability
These terms and conditions apply to all quotations, agreements, services, and other legal relationships between the Service Provider and the Client. Deviations from these terms are only valid if confirmed in writing by the Service Provider. In all other cases not explicitly mentioned in these terms, the decision shall be made by the Service Provider.Any terms and conditions of the Client are expressly rejected.
3. Services
The Service Provider offers creative and visual services, including but not limited to: Graphic design, Branding and visual identity, Photography, Content creation, Web design, Print production guidance, Creative consultancy, Related design, strategy, and production services. The Service Provider is free in the execution of the work unless otherwise agreed in writing.
4. Quotations and formation of agreement
All quotations issued by the Service Provider are non-binding and based on the information provided by the Client. Quotations are valid for 14 days from the date of issue, unless stated otherwise.An agreement is only formed once the Client has given written or digital approval of the quotation. If the Client submits additional requests or changes after approval, these may result in additional work and extra costs.
5. Execution of the assignment
The Service Provider shall execute the assignment to the best of its knowledge, creativity, and professional ability. The Service Provider has the right to engage third parties if this is necessary or desirable for the execution of the assignment. The Client is responsible for providing all information, materials, and approvals in a timely manner. Delays or additional costs caused by late delivery of information are fully at the expense of the Client.
6. Revisions and changes
The number of included revision rounds is agreed upon in advance in the quotation or agreement. A revision is defined as minor adjustments within the original brief and direction of the work. Changes that result in a new direction, concept change, or redesign are considered additional work. All additional revisions, changes, or adjustments outside the agreed revision rounds will be charged at the Service Provider’s standard hourly rate. This also applies to changes resulting from subjective dissatisfaction of the Client with previously approved or already executed work, unless caused by demonstrable errors by the Service Provider.
7. Planning and delivery
All deadlines and schedules are indicative unless otherwise agreed in writing. The Service Provider will make reasonable efforts to meet agreed deadlines but is not liable for delays caused by circumstances beyond its control. Delays caused by the Client (such as late feedback or missing input) automatically result in a revised deadline.
8. Rates and payment
All rates are exclusive of VAT unless stated otherwise. Assignments are invoiced in two instalments unless agreed otherwise in writing: 50% of the total amount is invoiced upfront and must be paid before the start of the work. 50% of the total amount is invoiced after approval of the final result, but before delivery and/or transfer of files. Delivery of final files will only take place after full payment of all outstanding invoices. Invoices must be paid within 14 days of the invoice date. If the payment term is exceeded, the Client is legally in default without further notice of default being required. From that moment, statutory commercial interest is due, and all extrajudicial and judicial collection costs are at the Client’s expense. The Service Provider reserves the right to suspend work in case of non-payment.
9. Cancellation and termination
If the assignment is cancelled by the Client after work has started, all work already carried out and costs incurred will be fully charged. If an assignment is cancelled before the start of the work but after approval of the quotation, the Service Provider may charge preparation costs already incurred. For photography assignments, cancellation within 72 hours of the scheduled appointment results in a fee of 50% of the agreed amount.
10. Intellectual property
All concepts, designs, strategies, visual identities, photographic work, and other creative outputs developed by the Service Provider remain the property of the Service Provider unless otherwise agreed in writing.Upon full payment, the Client obtains a non-exclusive usage licence for the agreed purpose, medium, and scope of use.It is not permitted to modify or edit the work without written permission, resell or sublicense the work, or use the work outside the agreed purpose. The Service Provider retains the right to use all work for self-promotion, including portfolio, website, and social media, unless otherwise agreed in writing in advance.
11. Working files
Working files include, but are not limited to: source and editable files such as .ai, .psd, .indd, project files, and RAW photographic files. Working files are not delivered unless explicitly agreed upon in writing in the quotation or agreement. If working files are delivered, they remain subject to the same licensing conditions as the final deliverables, unless otherwise agreed.
12. Liability
The Service Provider is only liable for direct damages that are the direct result of demonstrable shortcomings in the execution of the assignment. Liability is in all cases limited to the amount paid by the Client for the relevant assignment. The Service Provider is not liable for indirect damages, including but not limited to consequential loss, loss of profit, missed savings, or business interruption.
13. Force majeure
Force majeure means any circumstance beyond the control of the Service Provider that prevents full or partial fulfilment of obligations. This includes, among others: illness, technical failures, internet outages, power failures, government measures, and other unforeseen circumstances. In case of force majeure, obligations are suspended for the duration of the situation without any right to compensation.
14. Confidentiality
Both parties are obliged to maintain confidentiality regarding all confidential information obtained in the context of the assignment. Information is considered confidential if it has been designated as such by either party or if its nature implies confidentiality.
15. Governing law and disputes
All legal relationships between the Service Provider and the Client are governed exclusively by Dutch law. Disputes shall be submitted exclusively to the competent court in the district where the Service Provider is established, unless mandatory law dictates otherwise.
