1. Definitions

 

1.1 The Company

V.O.F Photokinetic [KVK 65825608] registered at address J.F. van Hengelstraat 39, 1019TB, Amsterdam and thereafter referred to as Photokinetic

 

1.2 The Client 

The organisation or individual which enters into a written agreement with V.O.F Photokinetic for supply of services by V.O.F Photokinetic to deliver content or production of video or photographs or project or a service on their behalf. 

 

1.3 Offer

The quotation to complete the work based on client requirements & concepts.

 

1.4 Contract

The legal agreement formed between the Client and the Company when an offer is agreed and signed.

 

1.5 Service 

The services supplied to the client in accordance with the offer and the acceptance by V.O.F Photokinetic to form the contract accepted by V.O.F Photokinetic to supply content or production or video or photographs. 

 

1.6 Production

The Client’s project 

 

1.7 Deadline

Denotes the client’s desired end to the project.

 

1.8 Work Hours

Each 60 minutes of client time. 

 

1.9 Hourly Rate 

Rate of remuneration for each 60 mins 

 

1.10. Confidential information

Confidential information shall include all photographs/video, data, materials, products, technology, financial information, and other information about a production submitted orally, in writing or other media, to V.O.F. Photokinetic.

 

2. Contract Basis 

 

2.1. All accepted offers related to any assignments preceding a signed contact, are legally bonded to the Terms and Conditions of V.O.F Photokinetic. A digital copy of our Terms and Conditions can be sent on demand, or reached at www.photokinetic-amsterdam.com.

        

2.2. Any changes to these Terms and Conditions can be pre-coordinated before the start of a project with a written agreement by all parties involved in the production. These changes cannot be implemented by the client to a third-party without the prior knowledge and written permission of V.O.F. Photokinetic.

        

2.3. All generated offers by V.O.F. Photokinetic are valid for 60 days and are not subject to any engagement with the client.

 

2.4. Offers need to be signed by the Client before the start of our service and returned to us digitally or by mail. In case the offer has not been signed, but there was an agreement done already by other forms, V.O.F. Photokinetic will count that agreement as equally bonding.

 

3. Services 

V.O.F. Photokinetic will supply the service in all material respects in accordance with the specific offer accepted by the client. 

 

4. Charges & Payment 

        

4.1. The pricing and timing estimations in the offers are indicated approximately, but are not fixed and can change in the course of the production. If unnoted or extra requests arise by the Client, which appear to be of significance to complete the project, additional costs will be calculated based on the extra time needed for their execution. These additional costs will be always pre-discussed with the Client and may affect any third parties involved.

        

4.2. Offers can be formed on (1) fixed budget or (2) hourly rate. In the first case, an agreement can be made based on fixed price per image or total budget, where our service and type of execution is predetermined to fit in the budget. In the second case, V.O.F. Photokinetic will charge for the final amount of work hours spent to complete a project, including any extra expenses in the case of working on location or purchased goods.

4.3 All Payments must be made within 30 days of the invoice date. In  the events  where other  arrangements  were made they will be  included on the invoice.

 

5. Client Obligations

 

5.1.  In the events where the Client fails to meet its obligations within the mutual agreement and/or doesn’t act in accordance to the terms and conditions, V.O.F. Photokinetic has the right to withdraw the submitted work (concepts, drawings, files and etc), and to (briefly) decommission the production until all obligations are met.

 

5.2. Timely delivery of materials required to complete the offer and/or project.

 

6. Intellectual Property 

        

6.1. V.O.F. Photokinetic carries rights of its artistic work delivered within a production. These rights are referred in Article 10 of the Dutch Copyright Act. 

    

6.2. In case the Client wishes to receive layered files and/or open video files, that has to be requested prior to the start of the post-production. Additional costs may apply for that, also in the event of receiving the request at a later stage.

 

7. Termination    

        

7.1. Cancellations made by the Client before the start of the post-production will not carry any penalty costs, except in the events where any material has been purchased or work has been executed to create pre-conceptual assets needed to generate the respective offer. In these events the Client is entitled to pay the full cost of the materials and total amount of work hours needed to create the assets. 

        

7.2. If cancellation is made by the Client during the post-production process, the Client will be charged based on the total amount of work hours until this moment, plus any additional fixed costs related to purchased material or relocation. In this event V.O.F. Photokinetic cannot be held responsible for the quality of the already executed work.

        

7.3. V.O.F. Photokinetic reserves the right to cancel its commitments to a contract at any moment, without carrying any responsibility of potential damages to the Client and/or a third party, in the events of: A) Delays of supplying the needed material from the Client, B) Inability to meet the deadline due to sudden changes in the agreement made between the Client and V.O.F. Photokinetic, C) Any misbehavior towards V.O.F. Photokinetic made by the Client and/or all other parties involved in the production, D) Technical problems and/or equipment malfunctions, E) Not being paid by the Client for a preceding phase, if the project was agreed to be executed in phases F) If the Client violates the agreement or the terms and conditions.

 

8. Indemnity

 

The Client undertakes to indemnify V.O.F. Photokinetic and it’s personnel and keep indemnified fully at all time against all claims, demands, actions, proceedings, damages, losses, costs, expenses, fines and charges or other liabilities made against or incurred or suffered by V.O.F. Photokinetic or it’s personnel by reason of or in respect of:

 

• Any breach by the Client of the terms of the contract; or Deficiencies in the Materials or data or the like supplied to V.O.F. Photokinetic by the Client in connection with the services; or 

• Which  V.O.F. Photokinetic may suffer as a result of a failure to obtain any licenses, consents or permissions as required under clause 5 above; or 

• Any infringement of any third party intellectual property rights or any civil or criminal action or prosecution for defamation or obscenity or for any breach of confidence or the misuse of any confidential information arising out of, or in connection with the Services except to the extent any such liability is attributable to the negligent act or omission of V.O.F. Photokinetic  or it’s personnel.

the liability and/or the possible restitution will become invalid.

 

• After a project is completed and approved by the Client, V.O.F. Photokinetic stores that project for a maximum period of 4 months, therefore cannot be held liable for its inability to resupply after this period, or also in cases where technical problems are present.

 

9. Assigment & Sub Contracting

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V.O.F. Photokinetic reserves the right to outsource completely or partly an assignment to a third parties, not being employed by V.O.F. Photokinetic, with the prior knowledge of the Client. In these cases  V.O.F. Photokinetic will review and control the quality of the executed work by the third parties to ensure the results are in accordance with its standard.

 

10. Confidentiality

 

10.1 V.O.F. Photokinetic agrees that all material, digital or  non-digital ,within a production  is to be considered  confidential and  shall not use the Confidential information/Sketches/Photographs/Video, in raw or edited state, other than for the purpose of its business with the Client, and shall  disclose it only to its employees, assistants and/or  potential subcontractors that are involved in the production.

10.2 V.O.F. Photokinetic will not disclose, publish or otherwise reveal any of the Confidential Information/Sketches/Photographs/Videos, in raw or edited state, without a prior written authorization. 

11. Risk & Liability 

 

11.1. V.O.F Photokinetic cannot be accountable for any inconveniences or delay in the process of the post-production related to: 1) late delivery of the material by the Client; 2) damaged files; 3) sudden change of the pre-agreed concept/style; 4) implementation of new ideas; 5) application of additional material.

        

11.2. V.O.F. Photokinetic can be held liable for a professional fault, which results in any damage causing the Client to be directly or indirectly affected, but the liability is restricted only to the amount agreed in the invoice, or at least to these parts of the project where the liability relates.

        

11.3. In cases of dispute or complaint, the Client has to present V.O.F. Photokinetic with enough time and opportunity to fix the problem, otherwise the liability and/or the possible restitution will become invalid.

11.4 V.O.F. Photokinetic cannot be held liable for disclosure of  the Confidential information in relation to stolen or hacked computers and/or servers.

 

12. Force Majeure 

    

V.O.F Photokinetic reserves the rights to cancel or halt an agreement in the event of unforeseeable circumstances which are beyond the control of both parties.