1. Definitions

In these General Terms and Conditions the following definitions shall be used:
- Joanne de Witte Illustrations: user of these terms and conditions, the company that provides commissioned illustrations. Joanne de Witte Illustrations is registered at the Dutch Chamber of Commerce under the following number: 80921833;
- Client: a person, company or firm that commissions the artwork and enters into an agreement with Joanne de Witte Illustrations;
- Contract: the agreement between the client and Joanne de Witte Illustrations, existing of the signed quotation and these General Terms and Conditions;
- Artwork: the illustration(s) Joanne de Witte Illustrations makes on commission.

2. Application

These general terms and conditions apply to every agreement between Joanne de Witte Illustrations and the client.
These are the only general terms and conditions that can be applied between the client and Joanne de Witte Illustrations.
With regard to the meaning and content of these general terms and conditions, the English text is to be always determining.

3. Quotations

Quotations will expire one month after the quotation date.
In case of a mistake or type error in the quotation, Joanne de Witte Illustrations will not be bound by her quotation.
The client is responsible for the accuracy and completeness of the requirements, specifications and further information that is provided to Joanne de Witte Illustrations on the basis of which Joanne de Witte Illustrations will offer her quotation.
These general terms and conditions are provided to the client with the quotation.

4. Commencement of the contract

The contract commences as soon as the contract has been signed by the client, or as soon as the client explicitly has informed Joanne de Witte Illustrations that he agrees with the quotation.

5. Obligations of the client

The client is responsible for providing on time all information asked for by Joanne de Witte Illustrations or all information necessary to be able to perform the commission.
The client is responsible for the accuracy and completeness of all specifications and all other information that will be provided to Joanne de Witte Illustrations.
In case the performance of the commission is delayed through the fault of the client, Joanne de Witte Illustrations will be entitled to charge the costs due to this delay to the client.
The client indemnifies Joanne de Witte Illustrations for potential accountability of third parties that suffer loss in relation to the commission by fault of the client.
In case the client wishes to have the artwork printed, the client is obliged to inform Joanne de Witte Illustrations clearly about all printing specifications and sizes. If the client will not meet this obligation, Joanne de Witte Illustrations can never be held responsible for an incorrect order that has been sent to the printer nor for any resulting costs.
Before starting the production or publication of the artwork, the final file and printing proof are to be checked and approved by the client. Joanne de Witte Illustrations cannot be held accountable for mistakes that were not noticed by the client during the check nor can Joanne de Witte Illustrations be held responsible for the fact that the client did not provide a printing proof.

6. Modifications in the contract

A request of the client to modify or extend the commission, could result in more costs. These possible extra costs will be charged to the client. If possible, the client will be notified of these costs in advance.
The client accepts that the delivery date of the commission could be altered in case both parties agree to change or extend the commission and will accept further possible consequences.

7. Term of delivery

As soon as the contract has been signed, the term of delivery will commence.
Joanne de Witte Illustrations will make every effort to deliver the artwork within the agreed term.
The term of delivery specified by Joanne de Witte Illustrations is not to be considered unalterable. Due to circumstances beyond one’s control, the agreed term of delivery will possibly be extended. Joanne de Witte Illustrations is to notice the client of any delays in delivery as soon as possible. Both parties will consult with each other in order to come to a solution.
In case the performance of the commission is delayed by fault of the client, for example due to the fact that the client does not deliver the necessary information on time, Joanne de Witte Illustrations can never be held responsible for any damage suffered by the client because of this delay.

8. Fees

All mentioned fees are in Euro's and exclusive of VAT.
In case it turns out during the performance of the commission that the amount of work was calculated incorrectly by Joanne de Witte Illustrations, and that Joanne de Witte Illustrations cannot be held responsible for this inaccurate calculation, Joanne de Witte Illustrations will be entitled to raise the agreed fee.

9. Cancellation and rejection fee

In case the client cancels the contract completely or partially, the work that has been done up to that moment, and the possible costs that have been made for the performance of the commission will be charged to the client.

10. Invoicing and terms of payment

Invoicing will take place after the completion and delivery of the artwork and after approval of the client, or after cancellation of the contract.
The invoice will be sent to the client by e-mail.
In case the performance of the commission takes up more than 160 hours, invoicing will take place in installments with a minimum of one month in between. In case the client does not pay the interim invoice on time, Joanne de Witte Illustrations will send the client a reminder and will be entitled to delay the performance of the commission until the interim invoice has been paid. In such a case, Joanne de Witte Illustrations cannot be held accountable for any damage suffered by the client due to the delay of the performance of the commission.
The payment is due within 14 days after the invoice date.
In case the term of payment is exceeded by the client, the client is due to pay commercial interest conform clause 6:119a BW of Dutch law, as from the date on which the due fee is demandable till the moment of payment. Besides, all costs of recovery by default of the client, judicial as well as extrajudicial, will be charged to the client. The extrajudicial collection fees are determined at 15% of the sum with a minimum of € 100,-.
Rights are only granted to the client on the condition that the client makes all due payments of the agreed fees completely and on time.

11. Liability and expiration

Joanne de Witte Illustrations cannot be held to compensate any damage, directly or indirectly caused by:
- an event caused by force majeure that cannot be attributed to Joanne de Witte Illustrations, as described, among others things, in clause 13;
- any action or negligence of the client, subordinate officers of the client or any other individuals that carried out tasks in the clients behalf.
Joanne de Witte Illustrations cannot be held accountable for any damage caused by inaccurate or incomplete information supplied by the client, on the basis of which Joanne de Witte Illustrations carried out her work.
The client is obliged to keep copies of the information supplied by him, until the commission has been completed. Should the client fail or forget to do so, Joanne de Witte Illustrations cannot be held accountable for any damage caused by the absence of such copies.
Joanne de Witte Illustrations can never be held accountable for indirect damage, including consequential damage, lost profits, lost sales, lost savings and damage due to business interruption.
In case Joanne de Witte Illustrations should be accountable for any form of damage, the liability of Joanne de Witte Illustrations will be limited to the sum of the invoice, at least to the part of the contract on which the accountability is applicable.
All claims towards Joanne de Witte Illustrations that have not been submitted to Joanne de Witte Illustrations within one year after their occurrence, will expire.
After completion of the project, neither the client nor Joanne de Witte Illustrations are obliged to keep the artwork.

12. Cancellation

Joanne de Witte Illustrations is authorized to cancel the contract (partially) in case:
- the client does not fulfill his obligations or does not fulfill these obligations completely, and in case the client has not responded to a notice of default;
- the client has been granted extension of payment;
- the client has  been declared bankrupt;
- debt restructuring has been declared to the client by law.
All costs made by Joanne de Witte Illustrations during the performance of the commission until the moment of canceling the contract will be charged to the client. The client will be accountable for all damage Joanne de Witte Illustrations suffers due to the cancellation. Damage includes lost sales.

13. Force Majeure

Force majeure on the part of Joanne de Witte Illustrations includes, among other things, situations that prevent Joanne de Witte Illustrations from fulfilling her obligations concerning the contract or to the necessary preparations due to: riot, fire, water damage, flood, government measures, extreme weather conditions, internet failure, power breakdown, illness or personal circumstances of the natural person that performs the commission on behalf of Joanne de Witte Illustrations, defects to materials or non-availability of materials.
In case Joanne de Witte Illustrations has partially fulfilled her obligations from the contract at the commencement of force majeure, and in case this partial fulfillment is of independent value, Joanne de Witte Illustrations will be authorized to charge the fulfilled part of the commission to the client.

14. Secrecy

Both parties are obliged to secrecy of all confidential information regarding the contract they have received from each other or from an external source.

Information should be considered confidential in case the other party has stated it to be confidential, or if the nature of the information makes clear its content is confidential. The party that receives the confidential information will only use this information for the purpose it was provided.

15. Intellectual property

The copyright and also all other rights of intellectual property regarding the artwork belong to Joanne de Witte Illustrations.
When the client meets all obligations regarding the payments to Joanne de Witte Illustrations, he will get an exclusive license to use the artwork. The license to publish and/or multiply the artwork is explicitly limited to that which is recorded in the contract or to that which has been communicated to the client by e-mail.
The client will not proceed to production or publication of the artwork until the definitive artwork will be delivered and checked by Joanne de Witte Illustrations.
Joanne de Witte Illustrations guarantees that the artwork has been made carefully by Joanne de Witte Illustrations and exclusively for the client.
The client has no authorization to use the artwork or parts of the artwork for other purposes than for which the license is granted. In case the client is in doubt about the use of the artwork, he is to contact Joanne de Witte Illustrations.
Only if the client has been granted permission by Joanne de Witte Illustrations in advance, the client is permitted to use the artwork in another way or for a different purpose as was agreed by both parties. In this case, Joanne de Witte Illustrations is allowed to make a condition to this permission, such as a compensation.
In case the client infringes the copyright of Joanne de Witte Illustrations, the client will be accountable for al damage Joanne de Witte Illustrations suffers due to this. Damage will include, among other things, lost sales.
Delivering the artwork does not include the transmission of copyright. Copyright of the artwork can only be assigned to the client with a contract in writing.
The client is not authorized to (have) make changes to the artwork without a written consent from Joanne de Witte Illustrations. Changes to the artwork can only be executed by Joanne de Witte Illustrations. For this a compensation is to be made on the basis of the usual fees Joanne de Witte Illustrations charges.
In case the client provides materials to Joanne de Witte Illustrations, the client will guarantee that these materials do not violate any intellectual property laws of third parties. The client will be accountable for all possible damage Joanne de Witte Illustrations suffers due to the use of these materials, as these violate intellectual property laws of third parties.
Joanne de Witte Illustrations has the right to sign the artwork or, if there is room for it, to add the name 'Joanne de Witte Illustrations' to the artwork.
In case the publication has room for credits, the client is obliged to mention the name 'Joanne de Witte Illustrations'.
Joanne de Witte Illustrations has the right to use the artwork or parts of the artwork for the purpose of her own promotion, and to publish the artwork on her own website, unless the artwork contains personal data. When the artwork contains personal data, it will only be made public with the consent of the client and the person whom the personal data belongs to.

16. Applicable law and competent judge

All contracts between Joanne de Witte Illustrations and the client shall be subject exclusively to Dutch law.
All disagreements concerning the contract(s) between Joanne de Witte Illustrations and the client will be submitted to the court of justice in the district where Joanne de Witte Illustrations is located.