Nothing from this website may be reproduced, published, or made public in any manner whatsoever without the prior written consent of:
Simple SEO Amsterdam
Joop Geesinkweg 901
1114 AB, Amsterdam, The Netherlands
VAT number: NL001636527B04
Chamber of Commerce number: 60512857
These General Terms and Conditions were last updated on: Monday, 30 December 2019
These General Terms and Conditions are marked with version: 1.8
These General Terms and Conditions apply to all services provided by Simple SEO Amsterdam, unless explicitly stated otherwise in a written agreement.
Article 1: DEFINITIONS
In these General Terms and Conditions, the following definitions apply:
Client: any natural person or legal entity that has entered into, or intends to enter into, an agreement with Simple SEO, as well as its representatives, authorized agents, legal successors, and heirs.
Contractor: Simple SEO, legally established in Amsterdam, registered with the Dutch Chamber of Commerce under number 60512857.
Wherever the term “written” is used in these terms, this shall also include email, fax, or other electronically transmitted messages, whether analog or digital, that have been received by the Client or the Contractor.
Website: a coherent collection of digital internet pages including any associated digital images, video, scripts, and databases.
Website maintenance: the modification by Simple SEO of new information (text & images) supplied by the Client within the Client’s existing website, or the writing of new texts or modification of existing texts on the Client’s website.
SEO (Search Engine Optimization): the optimization by Simple SEO of web pages, creation of backlinks, and other online promotional activities aimed at achieving higher rankings in search engines such as Google, Yahoo, and Bing for specific search terms or keywords.
Article 2: Applicability
These General Terms and Conditions apply to all offers and agreements relating to services provided by the Contractor, as well as to all legal relationships between the Contractor and the Client, unless statutory regulations exclude or limit their applicability or unless changes to these General Terms and Conditions have been expressly agreed upon in writing by both parties.
If and insofar as any provision of these General Terms and Conditions is deviated from in writing, the remaining provisions shall remain fully applicable.
The Client is deemed to have accepted these General Terms and Conditions with respect to subsequent offers, deliveries, services, assignments, and agreements between the Contractor and the Client.
These General Terms and Conditions also apply to agreements where the Contractor engages third parties for their execution.
The applicability of any general terms and conditions used by the Client is expressly rejected.
Article 3: Offers
All offers and/or quotations by the Contractor are non-binding unless explicitly stated otherwise in writing.
Prices stated in offers and/or quotations are exclusive of VAT, unless stated otherwise. Prices are periodically adjusted based on wage and price developments.
An agreement is only concluded once a duly authorized representative of the Contractor has accepted an assignment in writing. For work that by its nature or scope does not require a quotation or order confirmation, commencement of the work shall be deemed acceptance.
Article 4: Execution of the Assignment and Service Provision
The Contractor shall perform the agreement to the best of its knowledge and ability and in accordance with the standards of good professional practice.
The Contractor has the right to have certain activities performed by third parties.
The Client shall ensure that all information required for the execution of the agreement is provided to the Contractor in a timely manner. If such information is not provided on time, the Contractor is entitled to suspend execution and/or charge additional costs resulting from the delay at standard rates.
In the event of repeated failure to cooperate or repeated delays by the Client, the Contractor is entitled to terminate the agreement unilaterally and/or issue the final invoice before all services have been delivered. In such cases, any applicable guarantees shall lapse, and all invoices shall remain payable in full.
The Contractor is not liable for damage resulting from incorrect or incomplete information supplied by the Client unless such inaccuracies should reasonably have been known to the Contractor.
If the agreement is to be executed in phases, the Contractor may suspend subsequent phases until the Client has approved and/or paid for the results of the preceding phase in writing.
Article 5: Additional Work
The Contractor has the right to adjust prices if changes occur in the agreed project proposal or quotation, including changes to structure, functionality, content, method, scope, analysis, or reporting at the Client’s request.
Additional work, testing, consultations, or executions requested by the Client may be charged separately.
Article 6: Completion of the Assignment
Website design, programming, (re)styling, and online marketing services are performed under a contract for services in cooperation with the Client.
Work for which no delivery time has been agreed shall be completed within a reasonable period at an hourly rate of €75.00, unless explicitly agreed otherwise.
The execution period is suspended in the cases referred to in Articles 4.3, 15, and 19.
Completion occurs upon provisional delivery, which takes place implicitly at the time of online publication or digital delivery to the Client.
After publication, the Client has seven (7) days to submit comments, after which the services shall be deemed definitively accepted.
Late payment of one or more invoices entitles the Contractor, from the seventh day after notice of default, to undo services rendered, deactivate the website, or remove or overwrite data, without prejudice to the Client’s obligation to pay the invoice in full.
Agreed deadlines are indicative only and never fatal deadlines.
The Contractor shall only be in default after written notice of default sent by registered mail and failure to comply within a reasonable period.
Article 7: Guarantees
Top search engine rankings are never guaranteed, including under “No Cure No Pay” agreements. Search engine rankings are an organic process and cannot be guaranteed by any party that does not control search engine algorithms.
Permanent link placement means that links remain online as long as the site is online and the domain remains in the Contractor’s possession. Links may be removed earlier for valid reasons, and there is no right to replacement links.
Article 8: Amendments
If changes or additions are required during execution, the agreement shall be amended accordingly in consultation.
The Contractor may modify meta titles and meta descriptions in the interest of service quality and results.
Changes may affect completion timelines and may incur additional costs payable by the Client.
Article 9: Client Responsibilities
The Client is responsible for proper equipment and facilities required to access the Contractor’s services and for communication costs.
The Client is fully responsible for the accuracy of all supplied materials.
Submitted content is deemed approved unless written objections are submitted within seven (7) days after publication.
The Client guarantees that supplied materials do not infringe third-party rights, including intellectual property rights.
Article 10: Confidentiality
All confidential information exchanged under the agreement shall be kept confidential.
This includes blogs and websites used for promotional purposes, which may not be disclosed publicly or to third parties.
The Contractor may use the Client’s name as a reference.
Personal data provided shall be treated confidentially and not shared with third parties.
Article 11: Exclusivity and Non-Competition
The Client grants the Contractor exclusive rights to perform the assignment during the term of the agreement.
For three (3) years after termination, the Client may not employ or contract Contractor employees without written consent.
Each violation results in a penalty of €50,000 per violation or €1,000 per day, without prejudice to full compensation of damages.
Article 12: Intellectual Property
All intellectual property rights remain with the Contractor.
Materials may only be used by the Client and may not be reproduced, distributed, or disclosed without written permission.
Article 13: Contract Duration and Termination
Agreements are entered into for the period stated on the invoice.
Indefinite agreements may be terminated with one (1) month’s notice.
Fixed-term agreements cannot be terminated prematurely.
The Contractor may terminate immediately in case of bankruptcy, suspension of payment, liquidation, or breach by the Client.
Article 14: Fees
Fees are agreed in the contract and exclude VAT unless stated otherwise.
If no fixed fee is agreed, billing is based on actual hours worked.
Variable fees may apply as specified in the agreement.
Article 15: Payment
Payment is due within fourteen (14) days of the invoice date.
Late payments incur interest of 1.5% per month or statutory interest if higher.
Advance payments may be required.
Amounts become immediately due upon bankruptcy or seizure.
Payments are first applied to interest and costs, then to the oldest outstanding invoices.
Set-off is not permitted.
Article 16: Collection Costs
All collection costs, including legal fees, are payable by the Client, with a minimum of €200.
Article 17: Complaints
Complaints must be submitted in writing within seven (7) working days.
Complaints do not suspend payment obligations.
Article 18: Liability
The Contractor is only liable for direct damage caused by intent or gross negligence.
Liability is limited to the invoice value of the relevant part of the agreement.
Indirect damages are excluded.
Article 19: Force Majeure
The Contractor is not liable for force majeure, including strikes, illness, technical failures, or lack of cooperation by the Client.
Article 20: Specific Provisions
All services are subject to a best-efforts obligation, not a performance obligation.
Statistical data is indicative only.
Article 21: Final Provisions
Rights and obligations may not be transferred without written consent.
The Contractor may unilaterally amend these terms with 30 days’ notice.
Invalid provisions shall be replaced with valid ones as close as possible to the original intent.
Article 22: Applicable Law and Jurisdiction
All agreements are governed exclusively by Dutch law.
Disputes shall be submitted to the District Court of Amsterdam, unless the Contractor chooses the court of the Client’s place of residence.