Article 1: Definitions

• Flux Media, located at Oostelijk Halfrond 33, 1183 EM Amstelveen, Chamber of Commerce (KvK) details available upon request, is referred to as the Service Provider in these general terms and conditions.
• The other party to the service provider is referred to as the Client.
• The Agreement means the agreement to provide services between the parties.

Article 2: Applicability

These conditions apply to all quotations, offers, work, agreements, and deliveries of services by or on behalf of Flux Media. Deviation is only possible if expressly agreed in writing. The agreement constitutes a best-efforts obligation for the service provider, not a result obligation.

Article 3: Payment

• Invoices must be paid within 30 days of the invoice date unless otherwise agreed in writing.
• If the client fails to pay within the agreed period, they are in default by operation of law. Flux Media is then entitled to suspend all obligations until payment is met.
• In the event of default, the client owes statutory (commercial) interest and extrajudicial collection costs.
• In the event of liquidation, bankruptcy, or suspension of payment, claims against the client are immediately due and payable.

Article 4: Offers and Quotations

• Offers are valid for a maximum of 3 months unless stated otherwise.
• Delivery times are indicative and do not entitle the client to termination or compensation if exceeded.
• Quotations do not automatically apply to repeat orders.

Article 5: Prices

• Prices are exclusive of VAT and other government levies.
• If no fixed price is agreed, the rate is determined based on hours actually spent at usual hourly rates.
• Flux Media is entitled to deviate from a target price by up to 10%. If the increase exceeds 10%, the client must be informed and has the right to cancel the exceeding part of the order.

Article 6: Price Indexation

Flux Media has the right to adjust fees and hourly wages annually as of January 1st. Adjusted rates will be communicated to the client as soon as possible.

Article 7: Client Obligations

The client must provide all relevant information and documents in a timely and correct manner. The client guarantees the accuracy and reliability of this data and indemnifies Flux Media against any damage resulting from non-compliance with this provision.

Article 8: Withdrawal and Duration

• The client may terminate the assignment at any time but remains liable for wages owed and expenses already incurred by Flux Media.
• Agreements are entered into for an indefinite period unless otherwise agreed.
• If not terminated, the agreement automatically extends by one month. Cancellation must be in writing at least 30 days before the end of the current term.

Article 9: Execution and Force Majeure

• Flux Media will execute the agreement to the best of its ability and may involve third parties.
• In cases of Force Majeure (e.g., power failures, computer viruses, strikes, or non-performance by suppliers), obligations are suspended. If this lasts over 30 days, either party may terminate the agreement in writing without compensation.

Article 10: Liability

• Flux Media is not liable for damage unless caused by intent or gross negligence.
• Total liability is always limited to the amount paid out by the professional liability insurance or, if no payout occurs, to the amount of the fee for the specific assignment.
• Any right to compensation lapses 12 months after the event causing the liability.

Article 11: Intellectual Property & Confidentiality

• Upon full payment of the relevant invoice, the client becomes the owner of the intellectual property rights created during that period.
• Both parties must maintain strict confidentiality regarding sensitive business information. This obligation remains in force for three years after the agreement ends.

Article 12: Marketing

The client grants Flux Media the right to use the client’s name and logo in marketing materials (such as “Our Clients” lists or case studies). Any use of Flux Media’s logo on the client’s site requires written approval.

Article 13: Non-Transfer of Personnel

The client shall not employ or directly/indirectly contract employees of Flux Media during the agreement and for one year after its termination, except by written mutual agreement.

Article 14: Dispute Resolution

• Dutch law applies to these general terms and conditions.
• All disputes will be submitted exclusively to the competent judge of the District Court of Amsterdam (as per the Amstelveen jurisdiction).