Here are the general terms and conditions of Innomads B.V. (Innomads).
Innomads is located at Oppersveldweg 7, 7636 RH Agelo, with the KvK number 80607217.

If you have any questions about these terms, you can contact us via email at info@innomads.nl or by mail: Innomads B.V., Oppersveldweg 7, 7636 RH Agelo.

We reserve the right to amend these general terms and conditions. You agree that the latest version of these general terms and conditions will always apply to the order. Agreements that deviate from these general terms and conditions are only valid if they have been recorded in writing.

1. Services

Our services consist of increasing online findability and visibility through a cross-media marketing strategy based on SEO, SEA, and the right Social Media Ads.

2. Application of General Terms and Conditions

These general terms and conditions apply to every offer, quotation, and order between Innomads and you (the Client). We will send these general terms and conditions to you free of charge upon request. The general terms and conditions are also available on innomads.nl.

3. Establishment of Order

The order is established when the Contractor sends a written confirmation to the Client.

4. Quotations and Offers

4.1. All offers and quotations made by Innomads are non-binding unless agreed otherwise. An offer in a quotation applies only to the specific underlying order (and not to any future orders).
4.2. If the Client provides data to Innomads, Innomads may assume that these are correct and will base the quotation on them.

5. Price

5.1. Innomads may increase the price for the services if unforeseen and cost-increasing circumstances occur after the establishment of the order.
5.2. If Innomads is forced to increase the price due to the circumstances mentioned in the previous article, the Client has the right to cancel the order. Costs or hours already incurred will be charged. The Client is not entitled to compensation or damages in such cases.
5.3. The price is exclusive of any expenses incurred by Innomads and exclusive of VAT and other government levies.

6. Payment and Collection Costs

6.1. The Client must always pay within thirty days of the invoice date. Innomads will invoice monthly.
6.2. If the Client does not pay the invoice on time, he is in default by operation of law. The Client then owes statutory interest (if he is a consumer) or statutory commercial interest (if he is a business). Interest on the due amount is calculated from the moment the Client is in default until the moment of full payment of the amount due.
6.3. If the Client is in default, he is also liable for all extrajudicial collection costs incurred by Innomads. Collection costs are calculated in accordance with the Decree on compensation for extrajudicial collection costs.
6.4. The full claim of Innomads against the Client is immediately due and payable if:
- The Client exceeds a payment term;
- The Client is declared bankrupt or applies for a suspension of payment;
- The Client (company) is dissolved or liquidated;
- The Client (natural person) is placed under guardianship or dies.

7. Contract Duration

7.1. Innomads and the Client enter into the order for an indefinite period unless the Parties agree otherwise.
7.2. For an order for an indefinite period, the following notice periods apply:
- Innomads may terminate the agreement on the first of the month. The notice period is two months. Innomads terminates in writing.
- The Client may terminate the agreement on the first of the month. The Client has a notice period of two months. The Client terminates in writing and states the reason for termination.
- The Parties can jointly terminate the agreement at any time.

8. Third Parties

Innomads may subcontract part of the work to third parties. Articles 7:404 BW (performance by a specific person), article 7:407 paragraph 2 (joint and several liability), and 7:409 BW (death of a specific person) do not apply.

9. Execution of the Order

9.1. Innomads will execute the order to the best of its knowledge and ability and in accordance with the requirements of good workmanship.
9.2. Innomads may execute the order in different phases and invoice the executed parts separately.
9.3. When the Parties have entered into an agreement of a service-providing nature, it only includes a best-efforts obligation for Innomads and therefore no obligation to achieve results.
9.4. If Innomads executes the order in phases, Innomads may suspend the execution of parts of a subsequent phase until the Client has approved the results of the previous phase in writing.
9.5. The Client ensures that he provides all necessary information or materials to Innomads in a timely manner, which are necessary for Innomads to execute the order.
9.6. If the Client does not provide the necessary information or materials in a timely manner, Innomads may suspend the execution of the order and invoice the additional costs resulting from the delay. Innomads is not liable for damage resulting from Innomads relying on incorrect or incomplete data provided by the Client.

10. Change of Order

10.1. If during the execution of the order it becomes apparent that it is necessary to change or supplement the content of the order for proper execution, the parties will do so by mutual agreement.
10.2. Innomads may increase or decrease the agreed price. Innomads will (if possible) provide a price estimate in advance. A change in the order may also change the specified execution period. The Client accepts the possibility of changing the order, price, and execution period.
10.3. Innomads may refuse a request to change the order from the Client if this could have qualitative or quantitative consequences for the work.

11. Suspension, Dissolution

11.1. Innomads may suspend the order if, due to circumstances beyond its control or of which Innomads was not aware, it is temporarily unable to meet its obligations.
11.2. If fulfillment is permanently impossible, the parties can dissolve the order for the part that has not yet been fulfilled.
11.3. Innomads may suspend the fulfillment of the order if the Client does not meet his obligations fully or timely. The Client must then pay damages to Innomads.

12. Interim Termination

12.1. If Innomads terminates the order in the interim, Innomads will ensure the transfer of the remaining work to third parties unless the termination is attributable to the Client. If the transfer of work incurs additional costs for Innomads, these costs are borne by the Client.
12.2. Innomads may immediately terminate the order (and is not liable for damages) in the following cases:
- The Client exceeds a payment term;
- The Client is bankrupt or applies for suspension of payment;
- The Client (company) is dissolved or liquidated;
- The Client (natural person) is placed under guardianship or dies; or
- There is another circumstance whereby the Client can no longer freely dispose of his assets.

13. Force Majeure

13.1. Innomads does not have to meet its obligations if there is force majeure.
13.2. Innomads may suspend the obligations from the order for the duration of the force majeure. If this period lasts longer than three months, both parties may dissolve the order without being obliged to pay damages.
13.3. If Innomads has partially fulfilled its obligations and the fulfilled part has independent value, Innomads may invoice the fulfilled part.

14. Complaints

14.1. The Client must report any complaints in writing within one month.
14.2. If the Client submits a complaint on time, this does not suspend his payment obligation.
14.3. If the Client submits a complaint late, he is no longer entitled to repair, replacement, or compensation.
14.4. If it is established that a product is defective and the complaint was submitted on time, Innomads will replace, repair, or compensate the defective product within a reasonable period after the written notification of the defect by the Client.
14.5. If it is established that a complaint is unfounded, the costs incurred by Innomads (such as investigation costs) are entirely borne by the Client.

15. Liability

15.1. Innomads is only liable for direct damage suffered by the Client, which is the direct and exclusive result of a shortcoming by Innomads.
15.2. Innomads is not liable for damage caused by reliance on incorrect or incomplete data provided by the Client.
15.3. The liability of Innomads is always limited to the invoice value, with a maximum of € 10,000.00.
15.4. The liability of Innomads is in any case limited to the amount paid out by its insurer.
15.5. The limitations of liability included in this article do not apply if the damage is due to intent or gross negligence on the part of Innomads.

16. Limitation Period

The limitation period for all claims and defenses against Innomads is one year.

17. Indemnification

17.1. The Client indemnifies Innomads against any claims from third parties who suffer damage from the execution of the order, if the cause is not attributable to Innomads.
17.2. If third parties claim against Innomads, the Client will support him both outside and in legal proceedings and will do everything that may be expected of him in such a case.
17.3. If the Client does not take measures, Innomads may do so itself. All costs and damage incurred by Innomads as a result are entirely borne by the Client.

18. Intellectual Property

18.1. Innomads retains all rights to plans, documents, images, drawings, software, creations, and related information created by it. This also applies if costs have been charged for them or if improvements have been made later.
18.2. The Client may not copy, show to third parties, or make available for other purposes the items mentioned in the previous paragraph, other than for the purposes for which they were provided by Innomads.

19. Confidentiality

19.1. Unless there is a legal or professional obligation to disclose, Innomads will keep all information from the Client confidential to third parties.
19.2. Innomads will not use the information provided by the Client for any other purpose than for which it was obtained, except when Innomads acts in a procedure where these documents may be relevant.
19.3. The Client will not disclose the content of agreements, order confirmations, offers, reports, advice, or other, whether written or not, expressions of Innomads and will ensure that third parties do not see the content thereof.

20. Nullity

If part of these terms is null or voidable, this does not affect the validity of the rest of the Agreement. The null or voided part is replaced by a provision that as closely as possible follows the content of the null provision.

21. Conflicting Clause

In the event that these general terms and conditions and the agreement contain conflicting terms, the terms included in the agreement shall prevail.

22. Applicable Law

Dutch law applies to these general terms and conditions and any underlying agreement between the Client and Innomads.

23. Competent Court

The competent court of the District Court of Overijssel, location Almelo, has exclusive jurisdiction to hear any disputes between the Client and Innomads, unless the law provides otherwise.