The terms used in these general terms and conditions are defined as follows. a. Terms and conditions: the general conditions of sales.
The applicability of the terms and conditions of the client will explicitly be rejected.
Quotations drawn up by Roamler are non-committal, unless expressly agreed upon. All of the quotations by Roamler are valid during a period of 14 days, unless explicitly stated otherwise. Roamler is only committed to the offer when the counterparty has accepted and confirmed the offer within 14 days. In the absence of statement to the contrary, the prices stated in the aforementioned offers and quotations are exclusive of VAT and other governmental levies.
Contracts are concluded in writing, and an authorized contact person of each party must sign the contract.
Unless the counterparty raises objections against the content of the contract within 14 days after the contract was received and confirmed, the written recording of the contract by Roamler is determinative.
In the case that there is no written confirmation of the contract, the content of the agreement will be decided by a written and signed agreement to Roamler, unless Roamler has made a written objection against the content of this agreement to the counterparty, within 14 days of receiving it.
If Roamler has performed extra or additional tasks or performances with the consent of the counterparty before their executions, that exceed the original contract, these tasks will be compensated by the counterparty based on Roamler’s applicative fees.
If the counterparty has initiated (premature) termination, Roamler shall be entitled to compensation for utilisation losses that have arisen for it and which can be demonstrated as well as the reimbursement of any additional costs already incurred by the Contractor. In addition, if Roamler so desires, the material investments made by Roamler for the execution of the contract will be compensated by the counterparty, based on Roamler’s calculated fees. Roamler has full rights to compensation due to loss of profit, as well as other costs, damages or interests due to the termination of the contract.
In the case of circumstances known to Roamler, that give just cause to fear that the counterparty will be unable to meet their contract obligations, Roamler is authorized to terminate the contract with the counterparty before the progressions from the contract are collectable.
In the event of imputable default by one of the parties, the accusing party must immediately inform the party in default by registered mail. The party who is in default will have 14 days to fairly meet their contract obligations. If the inadequately performing party remains in default during this period, the contract can be terminated in full or in part, unless the default is of special nature and will therefore not justify the termination and its effects.
In both cases a notice of default is not necessary, the complete amount of the remaining invoice amount will become immediately due and payable.
Roamlers are (private) individuals who execute tasks for the client, damages or losses proceeding from the actions of Roamlers of any scope or nature, cannot be recovered from Roamler. The client accepts all risks that result from this form of crowd sourcing and will not recover these from Roamler. In the event that the counterparty is in the opinion that Roamler acts intentionally or is in omission or due to causes on par with gross negligence, the counterparty must address this timely in written form by registered mail before any actions are taken. When the counterparty wishes to terminate the contract prematurely article 11c is in effect.
All rights including copyrights and database rights, with regard to the information retrieved by Roamlers, verified and processed by Roamler and stored in the Roamler database, that have been provided for the counterparty with respect to media and advertising expenses and in view of the arrangement and mode of presentation of these details and including in this connection in any event, computer programs, system designs and software developed by Roamler are in possession of Roamler. Without the explicit permission of Roamler, use of these details, systems and software is not allowed unless otherwise specified and agreed upon in the contract.
The court of Amsterdam has exclusive competent jurisdiction.
All legal relationships between the user and the client to which these general conditions apply shall be governed by the laws of the Netherlands.