General Terms & Conditions
GENERAL TERMS AND CONDITIONS (v. June 2024)
1. Description of the assignment: The Client wishes to commission Culture Matters to perform certain services within his company. Culture Matters accepts this assignment. The present purchase order/proposal provides an accurate description of these services and the pricing. Any modification to these services, payment methods, or pricing must always be agreed in writing by both parties. Culture Matters reserves the right to specify the consultant to be allocated and to change consultants during the project. Culture Matters provides its services fully independently without any subordinate relationship between the Culture Matters consultants and the client.Podcast recordings and interviews recorded on video are always free of charge. The interviewee also agrees to the online publication of his/her recording.
- Payment – Invoicing: The prices due, including VAT, will be invoiced and will be payable within thirty days from the date of invoice. In case of non-payment, default interest at a rate of 1% per month becomes due on the expiry date ipso jure and without prior notification, calculated on the amount of the arrears and VAT, under Article 6:265 BW & Article 6:267 BW (Dutch Law). Any administration charges and costs incurred by the amicable collection by Culture Matters of any arrears and any other loss suffered by Culture Matters as a result of the non-payment will be charged to the client in full with effect from the 60th day from the date of invoice, with a minimum of 10% of the arrears and VAT or € 100, depending on which amount is greater. This is also under Article 6:265 BW & Article 6:267 BW (Dutch Law). In case of non-payment within 15 days from the final due date, Culture Matters has the right to immediately terminate the agreement ipso jure and without any notification at the expense of the Client. In that case, Culture Matters will send the Client a notice of default by registered letter and inform him of the date from which this agreement will be considered terminated. Any discount granted will be a one-off and does not grant any right to any future entitlement.
Culture Matters reserves the right to charge extra administrative costs if the originally drawn-up invoice is modified at the customer’s request. - Information: Culture Matters renders the services within the limits of the supplied information and grants powers to the Client. The Client undertakes to supply Culture Matters with all the necessary and relevant information. Culture Matters is not obliged to check the contents, completeness, or correctness of the data supplied by the Client.
- Liability: Culture Matters will use all reasonable efforts to perform the services. Culture Matters is therefore liable if the Client can demonstrate that Culture Matters has not met their obligations because of negligence or a faulty course of action. In that case, the client can recover the losses incurred and proven by Culture Matters. The compensation will remain limited to the immediate and direct consequences of the faulty course of action of Culture Matters. The Client does not have the right to claim any compensation for any other damages, such as financial losses in interest or investments or expected gains, consequences of a strike, increase in general costs, etc. If possible, Culture Matters will repair the error at their expense. In that case, the Client does not have the right to claim compensation. If the client wishes to exercise his possible right to compensation, he must inform Culture Matters within six days of the occurrence of the alleged error by Culture Matters by registered letter, and this is under penalty of the expiry of this right.
- Force Majeure: Culture Matters will be released from their commitments in the event of force majeure. The following are always considered cases of force majeure: fire, technical faults, computer downtime, and any other situations that seriously hamper the activities of Culture Matters.
- Confidentiality: Both the Client and Culture Matters will each appoint one or more contact persons. Any request for information and/or supply of information must only take place through the intermediary of these persons. Culture Matters undertakes to treat any information to which they are privy during this contract as strictly confidential. Culture Matters will take all the necessary security measures to ensure the confidentiality of these data.
- Intellectual property: This contract does not result in any transfer of property or intellectual property between parties.
Each party therefore retains the intellectual property rights on the know-how, tools, software programs, and accessories made known or developed. It is prohibited to sell, pledge, or transfer those know-how, tools, software programs, and accessories to third parties without permission from the other party. - Cancellation/date changes:
– Cancellation of (any part of) contract, assignment, training, or consultancy (including planned travel time, preparation time, and debrief time) up until eight (8) weeks before the planned execution or travel date will be subject to payment of 50% of the canceled part of the contract, assignment, training or consultancy.
– Cancellation of (any part of) contract, assignment, training, or consultancy (including planned travel time, preparation time, debrief time) from eight (8) to up until including two (2) weeks before the planned execution or travel date will be subject to payment of 75% of the canceled part of the contract, assignment, training or consultancy.
– Cancellation of (any part of) contract, assignment, training, or consultancy (including planned travel time, preparation time, and debrief time) less than two (2) weeks before the planned execution or travel date will be subject to payment of 100% of the canceled part of the contract, assignment, training or consultancy.
– Changes of planned execution or travel date of any contract, assignment, training, or consultancy (including planned travel time, preparation time, and debrief time) can be done free of charge eight (8) weeks before the execution date.
– Changes of planned execution or travel date of any contract, assignment, training, or consultancy (including planned travel time, preparation time, debrief time) from eight (8) up until two (2) weeks before the planned execution date will be subject to payment of 15% of the original agreed amount of the contract, assignment, training or consultancy.
– Changes of planned execution or travel date of any contract, assignment, training, or consultancy (including planned travel time, preparation time, and debrief time) from two (2) weeks before the planned execution date will be subject to payment of 35% of the original agreed amount of the contract, assignment, training or consultancy.– In case of a change of date, a new date should be scheduled within 6 months after the initial change of date request. Otherwise, the contract will be considered canceled, and will the cancellation clause be enforced. A maximum of two date changes is possible, whereby a third date change will be considered a cancellation of the contract.
Any costs made by Culture Matters (e.g., airline tickets, visa cost, hotel accommodation, car hire, conference room reservation, material preparation, online surveys, etc.) that are not redeemable are at the expense of the Client.
- Duration – termination: The day upon which this contract enters effect, its duration, the period of notice, and possible automatic extensions are stipulated in the purchase order, which constitutes an appendix and an integral part of this agreement. The termination of the contract must be notified to the other party by registered letter. In the absence of specific stipulations, the assignment will commence on receipt of the signed purchase order/proposal. Thus, as from that date all performances and occurred costs will be invoiced. The contract will automatically terminate because of the demise, the manifest insolvency, the dissolution, or the bankruptcy of the Client. In the case of manifest insolvency or bankruptcy, the contract will be terminated ipso jure as soon as the payments to Culture Matters are ceased.
The duration of validity of any proposal from Culture Matters will be valid 14 days after the date mentioned on the proposal.
- Events: Payments made to Culture Matters to attend an event (online or in real life) are final. It is up to the discretion of Culture Matters to issue refunds. Participants will be informed by email in case there is an unexpected change of date and or venue location.
- Miscellaneous: Travel time longer than 7 hours (as per operator timetable) will be done in Business Class of that transporter. Any overnight stay(s) (hotel) will be for the expense of the client. Per hotel night there will be a €50 miscellaneous fee to cover extras.
- Law and Competent Court: Both parties will comply with this agreement in good faith. Any dispute in connection with the execution of this contract will be settled by the parties by amicable agreement. If no agreement can be reached, the Court of the Netherlands (Amsterdam) will have sole jurisdiction, even in the event of mediation and indemnification and in the case of several defendants. This agreement is governed by Dutch law.
- Precedence: In the event of a conflict between these general conditions, the purchase order, and/or the proposal, the following rules of priority shall apply: 1st these general conditions 2nd the purchase order 3rd the proposal.
- Payment – Invoicing: The prices due, including VAT, will be invoiced and will be payable within thirty days from the date of invoice. In case of non-payment, default interest at a rate of 1% per month becomes due on the expiry date ipso jure and without prior notification, calculated on the amount of the arrears and VAT, under Article 6:265 BW & Article 6:267 BW (Dutch Law). Any administration charges and costs incurred by the amicable collection by Culture Matters of any arrears and any other loss suffered by Culture Matters as a result of the non-payment will be charged to the client in full with effect from the 60th day from the date of invoice, with a minimum of 10% of the arrears and VAT or € 100, depending on which amount is greater. This is also under Article 6:265 BW & Article 6:267 BW (Dutch Law). In case of non-payment within 15 days from the final due date, Culture Matters has the right to immediately terminate the agreement ipso jure and without any notification at the expense of the Client. In that case, Culture Matters will send the Client a notice of default by registered letter and inform him of the date from which this agreement will be considered terminated. Any discount granted will be a one-off and does not grant any right to any future entitlement.
(e)Commerce terms and conditions (Terms of Service)
This website is operated by Culture Matters Throughout the site, the terms “we”, “us” and “our” refer to Culture Matters. Culture Matters offers this website, including all information, tools, and services available from this site to you, the user, conditioned upon your acceptance of all terms, conditions, policies, and notices stated here.
By visiting our site and/ or purchasing something from us, you engage in our “Service” and agree to be bound by the following terms and conditions (“Terms of Service”, “Terms”), including those additional terms and conditions and policies referenced herein and/or available by hyperlink. These Terms of Service apply to all users of the site, including without limitation users who are browsers, vendors, customers, merchants, and/ or contributors of content.
Please read these Terms of Service carefully before accessing or using our website. By accessing or using any part of the site, you agree to be bound by these Terms of Service. If you do not agree to all the terms and conditions of this agreement, then you may not access the website or use any services. If these Terms of Service are considered an offer, acceptance is expressly limited to these Terms of Service.
Any new features or tools that are added to the current store shall also be subject to the Terms of Service. You can review the most current version of the Terms of Service at any time on this page. We reserve the right to update, change, or replace any part of these Terms of Service by posting updates and/or changes to our website. It is your responsibility to check this page periodically for changes. Your continued use of or access to the website following the posting of any changes constitutes acceptance of those changes.
SECTION 1 – ONLINE STORE TERMS
By agreeing to these Terms of Service, you represent that you are at least the age of majority in your state or province of residence, or that you are the age of majority in your state or province of residence and you have given us your consent to allow any of your minor dependents to use this site.
You may not use our products for any illegal or unauthorized purpose nor may you, in the use of the Service, violate any laws in your jurisdiction (including but not limited to copyright laws).
You must not transmit any worms or viruses or any code of a destructive nature.
A breach or violation of any of the Terms will result in an immediate termination of your Services.
SECTION 2 – GENERAL CONDITIONS
We reserve the right to refuse service to anyone for any reason at any time.
You understand that your content (not including credit card information), may be transferred unencrypted and involve (a) transmissions over various networks; and (b) changes to conform and adapt to the technical requirements of connecting networks or devices. Credit card information is always encrypted during transfer over networks.
You agree not to reproduce, duplicate, copy, sell, resell, or exploit any portion of the Service, use of the Service, or access to the Service or any contact on the website through which the service is provided, without express written permission by us.
The headings used in this agreement are included for convenience only and will not limit or otherwise affect these Terms.
SECTION 3 – ACCURACY, COMPLETENESS, AND TIMELINESS OF INFORMATION
We are not responsible if the information made available on this site is not accurate, complete, or current. The material on this site is provided for general information only and should not be relied upon or used as the sole basis for making decisions without consulting primary, more accurate, more complete, or more timely sources of information. Any reliance on the material on this site is at your own risk.
This site may contain certain historical information. Historical information, necessarily, is not current and is provided for your reference only. We reserve the right to modify the contents of this site at any time, but we have no obligation to update any information on our site. You agree that it is your responsibility to monitor changes to our site.
SECTION 4 – MODIFICATIONS TO THE SERVICE AND PRICES
Prices for our products are subject to change without notice.
We reserve the right at any time to modify or discontinue the Service (or any part or content thereof) without notice at any time.
We shall not be liable to you or to any third party for any modification, price change, suspension, or discontinuance of the Service.
SECTION 5 – PRODUCTS OR SERVICES (if applicable)
Certain products or services may be available exclusively online through the website. These products or services may have limited quantities and are subject to return or exchange only according to our Return Policy.
We have made every effort to display as accurately as possible the colors and images of our products that appear at the store. We cannot guarantee that your computer monitor’s display of any color will be accurate.
We reserve the right but are not obligated, to limit the sales of our products or Services to any person, geographic region, or jurisdiction. We may exercise this right on a case-by-case basis. We reserve the right to limit the quantities of any products or services that we offer. All descriptions of products or product pricing are subject to change at any time without notice, at the sole discretion of us. We reserve the right to discontinue any product at any time. Any offer for any product or service made on this site is void where prohibited.
We do not warrant that the quality of any products, services, information, or other material purchased or obtained by you will meet your expectations, or that any errors in the Service will be corrected.
SECTION 6 – ACCURACY OF BILLING AND ACCOUNT INFORMATION
We reserve the right to refuse any order you place with us. We may, in our sole discretion, limit or cancel quantities purchased per person, per household, or order. These restrictions may include orders placed by or under the same customer account, the same credit card, and/or orders that use the same billing and/or shipping address. If we make a change to or cancel an order, we may attempt to notify you by contacting the e-mail and/or billing address/phone number provided at the time the order was made. We reserve the right to limit or prohibit orders that, in our sole judgment, appear to be placed by dealers, resellers, or distributors.
You agree to provide current, complete, and accurate purchase and account information for all purchases made at our store. You agree to promptly update your account and other information, including your email address, credit card numbers, and expiration dates so that we can complete your transactions and contact you as needed.
For more details, please review our Returns Policy.
SECTION 7 – OPTIONAL TOOLS
We may provide you with access to third-party tools over which we neither monitor nor have any control or input.
You acknowledge and agree that we provide access to such tools “as is” and “as available” without any warranties, representations, or conditions of any kind and any endorsement. We shall have no liability whatsoever arising from or relating to your use of optional third-party tools.
Any use by you of optional tools offered through the site is entirely at your own risk and discretion and you should ensure that you are familiar with and approve of the terms on which tools are provided by the relevant third-party provider(s).
We may also, in the future, offer new services and/or features through the website (including, the release of new tools and resources). Such new features and/or services shall also be subject to these Terms of Service.
SECTION 8 – THIRD-PARTY LINKS
Certain content, products, and services available via our Service may include materials from third parties.
Third-party links on this site may direct you to third-party websites that are not affiliated with us. We are not responsible for examining or evaluating the content or accuracy and we do not warrant and will not have any liability or responsibility for any third-party materials or websites, or any other materials, products, or services of third parties.
We are not liable for any harm or damages related to the purchase or use of goods, services, resources, content, or any other transactions made in connection with any third-party websites. Please review carefully the third-party’s policies and practices and make sure you understand them before you engage in any transaction. Complaints, claims, concerns, or questions regarding third-party products should be directed to the third party.
SECTION 9 – USER COMMENTS, FEEDBACK, AND OTHER SUBMISSIONS
If, at our request, you send certain specific submissions (for example contest entries) or without a request from us you send creative ideas, suggestions, proposals, plans, or other materials, whether online, by email, by postal mail, or otherwise (collectively, ‘comments’), you agree that we may, at any time, without restriction, edit, copy, publish, distribute, translate and otherwise use in any medium any comments that you forward to us. We are and shall be under no obligation (1) to maintain any comments in confidence; (2) to pay compensation for any comments; or (3) to respond to any comments.
We may, but have no obligation to, monitor, edit, or remove content that we determine in our sole discretion are unlawful, offensive, threatening, libelous, defamatory, pornographic, obscene, or otherwise objectionable or violates any party’s intellectual property or these Terms of Service.
You agree that your comments will not violate any right of any third party, including copyright, trademark, privacy, personality, or other personal or proprietary right. You further agree that your comments will not contain libelous or otherwise unlawful, abusive, or obscene material, or contain any computer virus or other malware that could in any way affect the operation of the Service or any related website. You may not use a false e-mail address, pretend to be someone other than yourself, or otherwise mislead us or third-parties as to the origin of any comments. You are solely responsible for any comments you make and their accuracy. We take no responsibility and assume no liability for any comments you or any third party posted.
SECTION 10 – PERSONAL INFORMATION
Your submission of personal information through the store is governed by our Privacy Policy.
SECTION 11 – ERRORS, INACCURACIES, AND OMISSIONS
Occasionally there may be information on our site or in the Service that contains typographical errors, inaccuracies, or omissions that may relate to product descriptions, pricing, promotions, offers, product shipping charges, transit times, and availability. We reserve the right to correct any errors, inaccuracies, or omissions, and to change or update information or cancel orders if any information on the Service or on any related website is inaccurate at any time without prior notice (including after you have submitted your order).
We undertake no obligation to update, amend, or clarify information in the Service or on any related website, including without limitation, pricing information, except as required by law. No specified update or refresh date applied in the Service or on any related website should be taken to indicate that all information in the Service or on any related website has been modified or updated.
SECTION 12 – PROHIBITED USES
In addition to other prohibitions as set forth in the Terms of Service, you are prohibited from using the site or its content: (a) for any unlawful purpose; (b) to solicit others to perform or participate in any unlawful acts; (c) to violate any international, federal, provincial or state regulations, rules, laws, or local ordinances; (d) to infringe upon or violate our intellectual property rights or the intellectual property rights of others; (e) to harass, abuse, insult, harm, defame, slander, disparage, intimidate, or discriminate based on gender, sexual orientation, religion, ethnicity, race, age, national origin, or disability; (f) to submit false or misleading information; (g) to upload or transmit viruses or any other type of malicious code that will or may be used in any way that will affect the functionality or operation of the Service or of any related website, other websites, or the Internet; (h) to collect or track the personal information of others; (i) to spam, phish, pharm, pretext, spider, crawl, or scrape; (j) for any obscene or immoral purpose; or (k) to interfere with or circumvent the security features of the Service or any related website, other websites, or the Internet. We reserve the right to terminate your use of the Service or any related website for violating any of the prohibited uses.
SECTION 13 – DISCLAIMER OF WARRANTIES; LIMITATION OF LIABILITY
We do not guarantee, represent, or warrant that your use of our service will be uninterrupted, timely, secure, or error-free.
We do not warrant that the results that may be obtained from the use of the service will be accurate or reliable.
You agree that from time to time we may remove the service for indefinite periods or cancel the service at any time, without notice to you.
You expressly agree that your use of, or inability to use, the service is at your sole risk. The service and all products and services delivered to you through the service are (except as expressly stated by us) provided ‘as is’ and ‘as available’ for your use, without any representation, warranties, or conditions of any kind, either express or implied, including all implied warranties or conditions of merchantability, merchantable quality, fitness for a particular purpose, durability, title, and non-infringement.
In no case shall Culture Matters, our directors, officers, employees, affiliates, agents, contractors, interns, suppliers, service providers or licensors be liable for any injury, loss, claim, or any direct, indirect, incidental, punitive, special, or consequential damages of any kind, including, without limitation lost profits, lost revenue, lost savings, loss of data, replacement costs, or any similar damages, whether based in contract, tort (including negligence), strict liability or otherwise, arising from your use of any of the service or any products procured using the service, or for any other claim related in any way to your use of the service or any product, including, but not limited to any errors or omissions in any content, or any loss or damage of any kind incurred as a result of the use of the service or any content (or product) posted, transmitted, or otherwise made available via the service, even if advised of their possibility. Because some states or jurisdictions do not allow the exclusion or the limitation of liability for consequential or incidental damages, in such states or jurisdictions, our liability shall be limited to the maximum extent permitted by law.
SECTION 14 – INDEMNIFICATION
You agree to indemnify, defend and hold harmless Culture Matters and our parent, subsidiaries, affiliates, partners, officers, directors, agents, contractors, licensors, service providers, subcontractors, suppliers, interns, and employees, harmless from any claim or demand, including reasonable attorneys’ fees, made by any third party due to or arising out of your breach of these Terms of Service or the documents they incorporate by reference or your violation of any law or the rights of a third-party.
SECTION 15 – SEVERABILITY
If any provision of these Terms of Service is determined to be unlawful, void, or unenforceable, such provision shall nonetheless be enforceable to the fullest extent permitted by applicable law, and the unenforceable portion shall be deemed to be severed from these Terms of Service, such determination shall not affect the validity and enforceability of any other remaining provisions.
SECTION 16 – TERMINATION
The obligations and liabilities of the parties incurred before the termination date shall survive the termination of this agreement for all purposes.
These Terms of Service are effective unless and until terminated by either you or us. You may terminate these Terms of Service at any time by notifying us that you no longer wish to use our Services, or when you cease using our site.
If in our sole judgment, you fail, or we suspect that you have failed, to comply with any term or provision of these Terms of Service, we also may terminate this agreement at any time without notice and you will remain liable for all amounts due up to and including the date of termination; and/or accordingly may deny you access to our Services (or any part thereof).
SECTION 17 – ENTIRE AGREEMENT
The failure of us to exercise or enforce any right or provision of these Terms of Service shall not constitute a waiver of such right or provision.
These Terms of Service and any policies or operating rules posted by us on this site or concerning The Service constitute the entire agreement and understanding between you and us and govern your use of the Service, superseding any prior or contemporaneous agreements, communications, and proposals, whether oral or written, between you and us (including, but not limited to, any prior versions of the Terms of Service).
Any ambiguities in the interpretation of these Terms of Service shall not be construed against the drafting party.
SECTION 18 – CHANGES TO TERMS OF SERVICE
You can review the most current version of the Terms of Service at any time on this page.
We reserve the right, at our sole discretion, to update, change, or replace any part of these Terms of Service by posting updates and changes to our website. It is your responsibility to check our website periodically for changes. Your continued use of or access to our website or the Service following the posting of any changes to these Terms of Service constitutes acceptance of those changes.
SECTION 20 – CONTACT INFORMATION
Questions about the Terms of Service should be sent to us at chris.smit@culturematters.com.
Our GDPR statement can be found here
