Definitions and applicability
In these terms and conditions, the following definitions apply:
a. Wijtypen: the user of these terms and conditions and provider of services as described on the website and in the agreement.
b. The client: any natural or legal person who enters into or has entered into an agreement with Wijtypen, whether in writing, orally, or digitally.
c. Agreement: any arrangement, assignment, service, offer, or other legal relationship between Wijtypen and the client, regardless of form or medium.
These general terms and conditions apply to:
a. all offers, quotations, activities, and deliveries by Wijtypen.
b. all current and future agreements between Wijtypen and the client.
c. all performance that directly or indirectly arises from an agreement or assignment.
General terms and conditions of the client or third parties are explicitly excluded unless accepted in writing by Wijtypen.
Deviations or additions to these terms and conditions are only valid if expressly and in writing confirmed by Wijtypen.
If any provision of these terms and conditions is wholly or partially null, voidable, or otherwise legally invalid, the remaining provisions shall remain fully in effect. Wijtypen will, where possible, apply a replacement, legally valid provision that corresponds as closely as possible to the intent of the original provision.
Formation of the agreement
Offers and quotations from Wijtypen are always non-binding unless expressly stated otherwise in writing, and are valid for a maximum of 7 days from the date of issue. Wijtypen is at all times entitled to revoke or modify offers without stating reasons.
An agreement is only concluded if:
Wijtypen has received a written confirmation from the client.
b. Wijtypen has actually commenced execution of the assignment.
Wijtypen reserves the absolute right to refuse assignments wholly or partially, without stating reasons, including assignments that:
a. Are contrary to law or regulations.
b. Conflict with the integrity, reputation, or policies of Wijtypen.
c. Are technically or practically unfeasible in Wijtypen’s judgment.
Oral commitments or commitments via digital communication by employees of Wijtypen bind Wijtypen only if explicitly confirmed in writing by Wijtypen.
All assignments, services, and agreements fall under these terms and conditions, regardless of the medium or manner of formation.
Rates, payment, and suspension
The rates applied by Wijtypen are based on the rates published on the website at the time of the offer or agreement. Wijtypen reserves the right to adjust these rates without prior notice for future assignments.
All rates are exclusive of VAT and any other levies or taxes that may be imposed on the client by law.
Time registration is based on actual time spent and is rounded to whole minutes.
Wijtypen is at all times entitled to require payment in the following ways:
a. Advance payment: Wijtypen may charge an advance before the start of the work.
b. Full prepayment: for assignments or situations in which risk or scope justifies this.
c. Suspension of work: in case of non-payment of an advance or interim invoices, Wijtypen reserves the right to suspend execution wholly or partially until payment is received.
Surcharges are payable and fully at the client’s expense in the case of:
a. Assignments with specialized content (such as legal, medical, technical).
b. Urgent deliveries or shorter delivery times than standard.
c. Poorly, incompletely, or unclearly provided source material that requires extra effort or corrections.
Wijtypen is at all times entitled to adjust invoicing in accordance with additional work, surcharges, or changes in the assignment, with immediate claimability of the outstanding amount.
Obligations and liability of the client
The client is at all times responsible for:
a. Timely, correct, and complete delivery of files, data, and other materials required for execution of the assignment.
b. The quality and intelligibility of provided material, where Wijtypen is not liable for incomprehensible, incomplete, or poorly understandable files.
c. The legality of all provided content, including compliance with copyright, data protection, privacy legislation, and other applicable laws and regulations.
d. Possessing all rights, licenses, and permissions necessary to enable Wijtypen to perform the assignment.
Risk transfer: all adverse consequences, costs, delays, or extra efforts resulting from defective, incomplete, or inadequate files or information are fully borne by the client.
Additional work and surcharges: Wijtypen is entitled to charge separately for all extra work resulting from insufficient delivery, ambiguities, or errors in the material, in accordance with the rates published on the website or agreed in writing.
Indemnification: the client fully and unconditionally indemnifies Wijtypen against all claims, penalties, damages, costs, or losses from third parties related to:
a. The provided files, data, or information.
b. The use or processing thereof by Wijtypen.
c. The content of the assignment in the broad sense.
These obligations apply both during execution of the assignment and after delivery, regardless of any correction rounds or revisions.
Confidentiality
Confidentiality: Wijtypen undertakes to treat all information, files, documents, and data of the client as strictly confidential and to use them solely for the execution of the agreement.
Exceptions to confidentiality:
a. Confidentiality does not apply if disclosure is legally required, including court orders, government measures, or professional obligations.
b. Confidentiality does not apply to information already publicly available before delivery by the client or independently obtained by Wijtypen.
Use for internal purposes: The use of confidential information for internal training, quality improvement, education, or similar purposes by Wijtypen is only permitted with the express, written consent of the client.
Duration of obligation: The confidentiality obligation remains in force as long as the information is confidential in nature, regardless of termination or completion of the agreement.
Liability for breach: Wijtypen is only liable for direct damage caused by intentional or deliberate violation of this confidentiality obligation. Any other liability, including indirect damage, is excluded.
Force majeure
Definition of force majeure: Force majeure refers to any circumstance beyond the reasonable control of Wijtypen, whereby fulfillment of the agreement is wholly or partially impossible or cannot reasonably be required. This includes, but is not limited to:
a. Illness, accident, or incapacity of personnel.
b. Failure or malfunction of hardware, software, or network services, including internet outages.
c. Fire, flooding, natural disasters, pandemics, epidemics, or other calamities.
d. Government measures, laws and regulations, restrictions, or orders.
e. Data loss, corruption, or damage to files.
f. Shortcomings, errors, or negligence of third parties involved in execution of the assignment.
Rights and obligations in case of force majeure:
a. Wijtypen is entitled to suspend its obligations wholly or partially for the duration of the force majeure situation.
b. If the force majeure lasts longer than 14 days, Wijtypen has the right to terminate the agreement wholly or partially without any compensation to the client.
c. Work already performed before the onset of force majeure may be invoiced separately by Wijtypen, and the client is obliged to pay these invoices.
Duty to communicate: Wijtypen will promptly inform the client in writing about the onset, duration, and consequences of the force majeure situation, insofar as reasonably possible.
Exclusion of liability: Wijtypen is not liable for any damage, loss, or costs, direct or indirect, arising from force majeure, including delays, errors, or incomplete execution of the assignment.
Cancellation
General cancellation:
a. Cancellation by the client after the formation of the agreement leads to an obligation to compensate Wijtypen for work already performed and costs incurred.
b. The minimum cancellation fee amounts to 10% of the agreed price, regardless of the extent of work already performed.
Urgent assignments:
For assignments designated as urgent, the full agreed price is payable upon cancellation, regardless of the stage of execution.
Translation assignments:
a. For cancellations within 24 hours of assignment, no compensation is due.
b. For cancellations after this period, compensation is due proportionally to the work already performed, whereby Wijtypen reserves the right to justify this calculation in writing.
c. All proportional calculations are final and binding on the client.
Invoicing and payment:
a. Wijtypen is entitled to invoice the cancellation fee immediately.
b. The client is obliged to pay this invoice immediately, regardless of any later disputes regarding content or quality.
Exclusion of refund:
Cancellation does not entitle the client to a refund of amounts already paid, unless expressly agreed otherwise in writing by Wijtypen.
Complaints, correction rounds, and revisions
Filing complaints:
All complaints regarding delivered performance must be submitted in writing and with justification to Wijtypen within seven calendar days after delivery.
Expiration of rights:
After this period, all rights of the client lapse regarding:
a. Correction, amendment, or revision of the delivered work.
b. Any form of compensation, direct or indirect.
c. Claims regarding delays or defective performance.
Correction rounds:
a. A maximum of two correction rounds are included per assignment.
b. Corrections outside these rounds, or corrections due to poor delivery, missing context, or defective files, will be carried out at an additional cost and are immediately payable.
Exclusions of revisions:
Wijtypen is not obliged to perform revisions regarding:
a. Differences in interpretation.
b. Terminology choices or style.
c. The substantive meaning of the provided information.
d. Poor, incomplete, or unclear source material provided by the client.
Relation to payment and liability:
a. Complaints or revisions cannot suspend the client’s payment obligation.
b. Any additional work resulting from corrections outside the included correction rounds will be invoiced immediately and is legally enforceable.
Liability
Limitation of liability:
Wijtypen is only liable for direct damage demonstrably and solely caused by intent or conscious recklessness of Wijtypen.
Maximum compensation:
Any liability, regardless of legal ground or cause, is in all cases limited to the invoice amount of the relevant assignment to which the damage relates.
Exclusion of indirect damage:
Any liability for indirect, consequential, or business damage is expressly excluded, including but not limited to:
a. Loss of profit, turnover, or missed savings.
b. Reputation, image, or brand damage.
c. Legal, fiscal, or medical consequences.
d. Differences in interpretation, transcription errors, or substantive choices.
e. Errors or poor quality of provided source material.
f. Data loss or system failures.
g. Errors, negligence, or shortcomings of third parties involved in execution.
h. Claims resulting from the client’s own negligence.
Indemnification:
The client acknowledges that Wijtypen is not a party to the content, accuracy, or legality of the provided files and fully indemnifies Wijtypen against all claims, demands, penalties, damages, or costs of third parties relating to:
a. The content of the provided files.
b. Execution of the agreement.
c. Use or disclosure of the delivered work.
No additional guarantees:
Wijtypen provides no guarantees regarding results, accuracy, completeness, or suitability of the delivered work for specific purposes, unless expressly agreed in writing.
Payment
Obligation to pay:
The client is obliged to pay fully and on time according to the following project categories:
a. Small projects (0–25 hours): 100% of the total amount before or upon delivery.
b. Medium projects (25–50 hours): 50% before execution, 50% upon delivery.
c. Large projects (50+ hours): 30% before execution, 40% interim according to agreed milestones, 30% upon final delivery.
Delivery and official acceptance:
a. Delivery is deemed to have taken place at the moment the delivered file is offered to the client by Wijtypen via the agreed transfer method (e.g., e-mail, WeTransfer).
b. Complaints or revisions do not suspend the client’s payment obligation.
Default, interest, and collection costs:
a. In case of late or refused payment, the client is in default by operation of law.
b. From that moment, statutory interest is due, as well as all reasonable collection costs, both extrajudicial and judicial, including legal assistance costs.
c. Wijtypen is entitled to suspend work immediately if payment is not received until payment is made.
Set-off excluded:
The client may not set off any payments against claims, demands, or counter-performances against Wijtypen, unless expressly agreed in writing.
Invoicing of work already performed:
a. Work already performed, including work within correction rounds or resulting from defective delivery, may be invoiced separately and immediately.
b. The client is obliged to pay these invoices immediately, regardless of any complaints, disputes, or acceptance.
c. Wijtypen reserves the right to charge additional work or corrections outside the agreed correction rounds separately and make them immediately payable.
Other provisions:
a. All payments must be made in the agreed currency, without deductions, discounts, or set-offs.
b. Delay in payment automatically triggers the full outstanding amount, including any future invoices under the same agreement, becoming due.
Intellectual property
Ownership and copyrights:
a. All intellectual property rights, including copyrights, database rights, design rights, and other intangible rights on delivered files, documents, transcriptions, translations, subtitles, or other materials, remain fully vested in Wijtypen until the client has paid the full agreed price and any due surcharges.
b. Transfer of ownership or usage rights of the delivered work only takes effect after full payment of all outstanding amounts, including work already performed and additional work.
Prohibition of use:
a. Any use, disclosure, distribution, reproduction, editing, or exploitation of the delivered work before full payment is expressly prohibited and constitutes a direct infringement of Wijtypen’s rights.
b. Violation of this prohibition may result in legal action, compensation, and collection measures, including claims for statutory interest and extrajudicial costs.
Limitation on transfer or sublicensing:
The client is not entitled to transfer rights to the work, grant sublicenses, or grant third parties access to the work before full payment, unless expressly agreed in writing by Wijtypen.
Indemnification:
The client indemnifies Wijtypen against all third-party claims arising from the use of the delivered work before full payment, including claims regarding copyright, intellectual property, or other proprietary rights.
Applicable law and competent court
Applicable law:
All offers, quotations, agreements, activities, and legal relationships between Wijtypen and the client are exclusively governed by Dutch law, regardless of the client’s or third parties’ place of establishment or residence.
Competent court:
a. All disputes, conflicts, or claims arising from or related to the agreement, its execution, or the interpretation of these terms and conditions shall be exclusively submitted to the competent court of ’s-Hertogenbosch (North Brabant).
b. Parties waive any other forum or jurisdiction, both domestic and international.
c. This choice of forum also applies in cases of multiple parties, third-party claims, or client bankruptcy.
Enforceability:
If any provision of this article is declared unenforceable by a competent court, the remaining provisions remain fully in force and enforceable.
Other provisions:
All procedures, notifications, summonses, or communications must be conducted in Dutch unless expressly agreed otherwise in writing by Wijtypen.