General Terms and Conditions of:
The private limited liability company STREAM MY EVENT, having its registered office at 1101 EZ Amsterdam, at the address Keienbergweg 17, hereinafter referred to as: “SME”.
Article 1 – Definitions
In these general terms and conditions, the following terms shall have the meanings ascribed to them below:
“General Terms and Conditions”: these general terms and conditions, which apply to all agreements between the Client and SME.
“Buma and Stemra rights”: the fees payable by users of non-royalty-free music to Buma and Stemra for the right to publish and/or reproduce music or audiovisual works.
“Services”: the services performed by SME for the benefit of the Client, as described in the agreement.
“Editing”: the modification, adaptation, or insertion of visual material.
“Client”: any natural person or legal entity with whom SME has entered into an agreement to which these general terms and conditions apply.
“SME”: the contractor Stream My Event, registered with the Chamber of Commerce under number 82627711.
“Stream”: the distribution of audiovisual data via the internet, radio, or television.
Article 2 – Applicability of these conditions
1. These conditions apply to every offer and every agreement between SME and a Client, insofar as SME has declared them applicable, unless expressly and in writing deviated from by the parties.
2. These conditions also apply to all agreements with SME where third parties must be engaged for execution.
3. The Client acknowledges the applicability of these General Terms and Conditions by the mere act of placing an order with SME, regardless of its nature, unless the Client has expressly and in writing rejected these conditions. A mere reference by the Client to its own terms and conditions, or a standard clause declaring exclusive applicability of its own terms, is insufficient. Only with a written declaration by SME can deviations from these general terms and conditions be valid.
4. Should one or more provisions of these terms be null and void or annulled, the remaining provisions shall remain fully applicable. In that case, SME and the Client shall agree on replacement provisions that, as far as possible, reflect the purpose and intent of the original provisions.
5. Any situation not covered by these terms shall be assessed in the spirit of these terms and conditions.Article 3 – Quotations and agreement
1. All offers made by SME are non-binding, unless the quotation specifies an acceptance period.
2. Quotations issued by SME are non-binding and valid for 30 days, unless stated otherwise.
3. SME may require an advance payment from the Client before commencing execution of the assignment. The advance payment is 50% of the total quoted amount, unless otherwise specified. For assignments confirmed within five calendar days before the first production day, SME may require 100% advance payment. All quoted prices are exclusive of VAT, unless indicated otherwise. Price changes and typographical errors are reserved.
4. Quotations are based on a reasonable estimate by SME of the working hours required for preparation, recording, editing, material usage, and other project-related matters. Additional requests by the Client during production that are not included in the quotation will be charged separately, unless additional work was explicitly excluded in the quotation.
5. All price agreements or set prices are always exclusive of Buma and Stemra rights. The Client must settle these separately, unless otherwise agreed in writing.
6. The agreement is concluded when the Client accepts the quotation in writing and complies with the stated conditions.Article 4 – Performance of the agreement
1. SME shall perform the agreement to the best of its knowledge and ability, in accordance with professional standards and based on the current state of knowledge.
2. If and insofar as proper execution requires, SME is entitled to have certain work carried out by third parties.
3. The Client shall ensure that all data indicated by SME as necessary, or that the Client should reasonably understand to be necessary, are provided on time. Failure to do so entitles SME to suspend execution and/or charge the Client for additional costs caused by the delay.
4. SME shall not be liable for damage of any nature resulting from the use of materials or methods other than those advised by SME, when chosen at the Client’s request.
5. SME shall not be liable for damage of any nature caused by incorrect or incomplete data provided by the Client.
6. If phased execution has been agreed, SME may suspend subsequent phases until the Client has approved the results of the prior phase in writing.
7. SME shall not be liable for the quality of media provided by the Client, nor for any consequences arising from their use.Article 5 – Corrections and modifications
After delivery of the project, the Client is entitled to one correction round to request modifications to the delivered video material. These corrections fall within the agreed budget. Any further corrections will be subject to additional charges, of which SME shall notify the Client in advance.
Article 6 – Contract duration; performance period
1. The agreement is entered into for a fixed term, unless expressly agreed otherwise in writing.
2. If a deadline for specific work has been agreed, this shall never be considered a strict deadline. If such deadline is exceeded, the Client must notify SME in writing of default.Article 7 – Amendment of the agreement
1. If the parties agree to amend or supplement the agreement, this may affect the completion date. SME shall notify the Client as soon as possible.
2. If during execution it appears necessary to amend or supplement the work for proper performance, the parties shall adjust the agreement accordingly by mutual consultation.
3. If amendments have financial and/or qualitative consequences, SME shall inform the Client in advance.
4. Where a fixed fee has been agreed, SME shall indicate to what extent amendments result in exceeding that fee. Costs incurred shall be charged to the Client on a post-calculation basis.Article 8 – Confidentiality
Both parties are obliged to maintain confidentiality regarding all confidential information obtained from each other or from another source in connection with the agreement. Information shall be considered confidential if so indicated by the other party, or if it follows from the nature of the information.
Article 9 – Intellectual property
1. Without prejudice to Article 8, SME retains all rights and powers granted under the Dutch Copyright Act.
2. The Client shall indemnify SME fully against third-party claims relating to copyright infringement as a result of editing or duplicating recordings provided by the Client. Infringement of copyright is a criminal offense under Articles 31 and 32 of the Dutch Copyright Act. Concepts, ideas, and proposals developed for a Client fall under copyright and remain legally owned by SME. Any infringement or misuse makes the organization or person involved liable, with legal consequences. All SME productions are subject to copyright. An SME production may not be copied, reproduced, or modified without SME’s permission. Copyright buyout is possible upon agreement with SME.
3. SME also retains the right to use knowledge gained from executing the assignment for other purposes, provided no confidential information is disclosed to third parties.
4. Music composed and/or produced by SME remains the property of SME.
5. SME may store and use edited and/or produced audiovisual material for its own and promotional purposes without any obligation to compensate the Client, unless agreed otherwise in writing. Raw footage is stored by SME for six months, and the final product for one year.Article 10 – Music and music rights
1. For video productions and streams produced by SME on behalf of the Client, music may be used. This may be royalty-free or non-royalty-free music. For non-royalty-free music used in a production, fees must be paid to Buma and Stemra.
2. If the Client chooses to obtain music rights through SME, such costs, if known beforehand, may be included in the quotation. If not known, they shall be invoiced with the final invoice or separately at a later date.
3. If the Client requests the use of specific music fragments, the Client must ensure that all music rights for such fragments have been duly settled. The Client warrants to SME that all music rights have been fully paid. SME shall not be liable for claims resulting from the Client’s failure to properly arrange music rights.
4. Streaming services and the organizations Buma and Stemra may suspend or remove streams without notice on suspicion of copyright infringement. SME shall never be held liable for suspended or removed streams or for any resulting damages, direct or indirect.Article 11 – Cancellation
Both parties may terminate the agreement in writing at any time, subject to a notice period of at least two full calendar months, unless agreed otherwise in writing.
1. Cancellation must be made in writing and constitutes an irrevocable offer to pay the amounts set out below.
2. Upon cancellation, the Client owes SME the following:a. More than 14 days before the agreed start date: 50% of the contract sum. b. Between 14 and 7 days before the agreed start date: 75% of the contract sum. c. Less than 7 days before the agreed start date: 100% of the contract sum. This is without prejudice to SME’s other rights, including full compensation for damages. 3. Any amounts already owed by SME to third parties at the time of cancellation must always be reimbursed in full by the Client, unless SME acted unreasonably in entering into such obligations. 4. SME shall charge the Client for all work already carried out in connection with the agreement at the time of cancellation. SME maintains a record of such work, which may be provided to the Client upon request.
Article 12 – Dissolution of the agreement
1. SME’s claims against the Client become immediately due and payable in the following cases:
- if circumstances come to SME’s attention after conclusion of the agreement giving good grounds to fear that the Client will not fulfill its obligations;
- if SME requested security from the Client at the time of agreement and such security is not provided or is insufficient.
2. In these cases, SME is entitled to suspend further execution or dissolve the agreement, without prejudice to its right to claim damages.Article 13 – Defects; complaint periods
1. Complaints about the work performed must be submitted to SME by registered mail within 8 days after delivery, failing which all claims shall lapse.
2. Complaints do not suspend the Client’s payment obligation.
3. If a complaint is valid, SME shall perform the work as agreed, unless it has become demonstrably pointless for the Client. The Client must state this in writing.
4. If performance is no longer possible or useful, SME’s liability shall be limited as set out in Article 17.Article 14 – Contract sum
1. The parties may agree on a fixed contract sum when concluding the agreement. The fixed fee is exclusive of VAT.
2. If no fixed fee is agreed, the fee shall be based on actual hours worked, calculated at SME’s standard rates applicable during the period of execution, unless a different rate was agreed.
3. Any cost estimates are exclusive of VAT.
4. For assignments lasting longer than two months, costs will be invoiced periodically.
5. Even if a fixed fee or hourly rate is agreed, SME is entitled to increase it if it can demonstrate significant cost increases (e.g. wages) between the quotation and delivery.Article 15 – Payment
1. Unless agreed otherwise in writing, payment must be made within 14 days of the invoice date, in the manner indicated by SME.
2. After 14 days, the Client is in default. From that moment, interest of 1% per month is owed on the outstanding amount, unless the statutory interest is higher, in which case the statutory interest applies.
3. In the event of liquidation, bankruptcy, or suspension of payment by the Client, all claims of SME and obligations of the Client become immediately due and payable.
4. Payments made by the Client shall first be applied to interest and costs, then to the oldest outstanding invoices, even if the Client specifies otherwise.Article 16 – Collection costs
1. If the Client is in default of fulfilling its obligations, all reasonable costs incurred to obtain payment out of court shall be borne by the Client. These costs are calculated according to prevailing Dutch practice (currently the “Besluit vergoeding voor buitengerechtelijke incassokosten”). Specifically:
- If the Client is not acting in the course of business, it owes the maximum statutory compensation as defined in the Decision on Extrajudicial Collection Costs, provided the outstanding amount is not settled within 14 days after reminder.
- If the Client is acting in the course of business, extrajudicial collection costs are set at 15% of the outstanding principal sum, with a minimum of EUR 75 per invoice, notwithstanding Article 6:96(4) Dutch Civil Code.
2. If SME demonstrates having incurred higher necessary costs, these are also recoverable.Article 17 – Liability
1. SME’s liability is limited to what is provided in this article.
2. To the extent covered by insurance, SME’s liability is limited to the amount paid by its insurer.
3. If insurance does not cover or pay, SME’s liability is limited to the invoice value of the relevant assignment or the part thereof to which liability relates.
4. These limitations do not apply if the damage is due to intent or gross negligence by SME or its subordinates.
5. SME is never liable for consequential damages.
6. SME is not liable for:
- errors or shortcomings of third parties engaged by or on behalf of the Client;
- incorrect, incomplete, or late material provided by the Client, or resulting errors;
- defects or shortcomings of SME’s suppliers;
- errors or defects in designs/texts once the Client has approved or had the opportunity to approve them, provided such errors were detectable in the proof;
- indirect damages such as lost profit or consequential loss.Article 18 – Force majeure
1. Force majeure includes, in addition to its legal meaning, all external causes, foreseen or unforeseen, beyond SME’s control, which prevent SME from fulfilling its obligations. This includes strikes at SME and hardware/software failures.
2. SME may invoke force majeure even if it arises after SME should have fulfilled its obligations.
3. During force majeure, SME’s obligations are suspended. If force majeure lasts longer than two months, both parties may dissolve the agreement without any obligation to pay damages.
4. If SME has partially fulfilled its obligations at the onset of force majeure, or can only partially fulfill them, it may invoice the completed or executable part separately, as if it were an independent agreement.Article 19 – Dispute resolution
1. All legal relationships in which SME is a party are governed exclusively by Dutch law, even if performance takes place partly abroad or if the Client is domiciled abroad. The applicability of the Vienna Sales Convention is excluded.
2. The competent court in the district of SME’s registered office has exclusive jurisdiction, unless the cantonal court has jurisdiction. SME nevertheless retains the right to summon the Client before any other competent court.Article 20 – Final provision
The version most recently filed, or the version valid at the time of conclusion of the agreement, shall always apply.