Terms and conditions - Nerdish.uk | The Specialist in Websites, Online Marketing & Design

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Version of December 2023

Terms and Conditions Nerdish.uk

These general terms and conditions apply to all quotations and the conclusion, content, and fulfillment of all agreements between Nerdish.uk as the contractor and clients. Deviations from these terms are only valid if agreed upon in writing. If you have any questions about these terms, you can reach us at:
Email: info@nerdish.uk
Phone: +31 6 407 189 80
Address: Noordeinde 195, 2371CS, Roelofarendsveen, The Netherlands

Offers and Quotations
All our quotations are non-binding, valid for a maximum of four weeks, and only bind Nerdish.uk when they are documented in writing and agreed upon with the client in a signed order confirmation or a signed online quotation.

Subscription Agreements
For certain services such as SEO, SEA, Social Media campaigns, website maintenance, and the purchase of design hours, Whello operates with subscription agreements in which it is agreed with the client that we will execute a project for a specified period. In consultation, this project is filled for a number of hours determined in the quotation that will be devoted to the project in a specific period.

These agreements can be terminated in writing at any time up to one month before the end of the agreement. If not terminated in a timely manner, they will automatically renew for a new period of three (3) months until they are terminated in a timely manner.

Rules for Ad Purchase
In the sale of advertisements, the option to use cookies exists. If cookies need to be placed and/or read for clients, clients themselves are fully responsible for complying with all applicable legislation, and Nerdje.uk is indemnified by clients in case of any liability claims or sanctions. Clients commit to fully adhere to the applicable legislation regarding cookies and data analysis, as outlined in the Telecommunications Act, the Data Protection Act, and/or the General Data Protection Regulation. This will be demonstrated in writing upon Nerdje.uk's request.

We are not responsible or liable for the content of advertisements or campaigns devised by the client.

Delivery Times, Adjustments, Additional Work, and Outsourcing
We combine your personal data to provide you with the best online experience. By combining your data, we can display personalized offers and content on various websites that align with your interests and search history. We can also personalize our newsletter for you in this way. This allows us to make better and more targeted offers, preventing you from seeing content or offers on different websites that may be less interesting to you.

For the combination of personal data, we collect Cookies based on the Privacy Statement

Design Approval
In design assignments, the order confirmation or quotation will specify a maximum number of proposals/revisions. The client must choose from these proposals. Designing additional proposals will result in additional work for which the client will be required to pay.

We ask the client for a separate approval for each design (or, for websites and/or apps, per page template). Approval includes the following elements:

Confirmation that the final design and all its individual elements have been reviewed and are approved in that manner;
Confirmation that any adjustments needed after this approval will be considered additional work;
Confirmation that all approved elements will be included in the final website (including text blocks, space for videos, Social Media share buttons, Twitter feeds, menus, logos, fixed images, contact forms, or social media buttons).

Guarantee
Nerdish.uk offers a three (3) month warranty after the delivery of products and/or services. Warranty implies that any apparent and/or non-apparent defects will be rectified by Nerdish.uk at no cost. After this period, a Service Level Agreement (SLA) or hour card may be agreed upon. If defects are identified, we will, at the client's request, make every effort to rectify them within a reasonable period. The client cannot invoke the warranty if:

The identified defects result from misuse by the client or third parties;
Changes have been made to our products and/or services by the client or third parties in any way;
The client does not, not timely, or not fully comply with its obligations under the agreement with Nerdish.uk;
Data loss occurs due to misuse by the client or third parties;
There are products and/or services for which no warranty can be given, such as activities related to aesthetic design;
Nerdish.uk has been indemnified by the client for any third-party claims in case of defects.
Points falling under additional work such as new functionalities.

Third Parties
It happens that Nerdish.uk, in providing services, relies on the services of third parties, the functionalities of these services, and the extent to which they are compatible.

It may occur that these services or functionalities do not integrate optimally with the services of Nerdish.uk. We will do everything to prevent this but do not provide a guarantee for it. Nerdish.uk is not responsible insofar as we are not obliged to find a solution for this suboptimal functioning free of charge.
We do not offer guarantees for this.

Complaints and Support
If there is a complaint, it should be reported to Nerdish.uk as soon as possible. We will then make maximum efforts to resolve any complaints. Filing a complaint does not alter (the validity of) the payment obligations that the client has entered into with us.

Retention of Ownership
All items created and/or delivered by Nerdish.uk for the client remain its property until all amounts owed by the client for our products and/or services to Nerdish.uk have been fully paid.

The client is not allowed to grant liens on items falling under this retention of ownership or encumber them in any other way. If third parties seize items falling under the retention of ownership or wish to establish or enforce certain rights on them, the client must inform Nerdish.uk of this in writing within seven (7) days.

Intellectual Property Rights
Nerdish.uk owns all intellectual property rights ('IP rights') that exist or arise in or around all delivered products and services. When IP rights belong to third parties who have granted us permission to use them, those IP rights always remain with the respective third parties.

To allow reasonable use of the products and services, Nerdish.uk grants the client a non-exclusive and non-transferable right to use IP rights on or around those products and/or services.

This is always under the dissolving condition that the client adheres to the obligations of this agreement. Only in certain exceptional cases and upon payment of an additional fee can Nerdish.uk transfer IP rights.

Without the prior written consent of Nerdish.uk, it is not allowed to modify the result of an assignment, use it more broadly, or in a manner other than agreed upon, or enable third parties to do so. In such cases, Nerdish.uk has the right to request an additional fee.

If the above occurs without the consent of Nerdish.uk, Nerdish.uk is entitled to compensation, which is at least three (3) times the normal rate and is in a reasonable proportion to the specific use. This does not affect any other rights, such as the right to payment of compensation for the full damages suffered as a result of this use.

If there are indications on our products and around our services that indicate that the relevant IP rights belong to Nerdish.uk or third parties engaged by us, it is not allowed to remove and/or damage these indications. Nerdish.uk has the broadest possible right to have its name mentioned or removed in or around publicity related to an assignment and may mention the result on its own website or through other channels.

Without prior written consent, the client is not allowed to proceed with the deposit or registration of IP rights related to the products and/or services of Nerdish.uk.

Confidential Information
Parties agree to take as many precautions as possible to keep confidential information confidential.

Rates and Payment Terms
Nerdish.uk only enters into agreements if a fixed (hourly) rate has been agreed upon in advance or if there is a fixed price. Agreements made with Nerdish.uk do not automatically apply to future (follow-up) assignments from the client.

For a fixed price, Nerdish.uk will generally commence work only after receiving payment of an advance invoice of at least 25% of the agreed fixed price. During the work, depending on progress or the phase of the assignment, Nerdish.uk will issue a new invoice. The final part of a fixed price must always be paid before delivery. Each project is concluded with a detailed final invoice.

In the case of an ongoing agreement, monthly costs are invoiced to clients at the beginning of each calendar month.

If Nerdish.uk involves third parties for the execution of the assignment, the full associated costs must be paid in advance by clients for 100%. This payment obligation also applies to the creation of printed materials.

The rates used by Nerdish.uk are always exclusive of VAT.

Nerdish.uk may adjust its hourly rates every quarter. This can only be different if agreed upon in writing between the parties.

Payment must be made in full and no later than fourteen (14) days after the invoice date. Offsetting amounts invoiced by Nerdish.uk is not allowed. In case of exceeding the fourteen-day term, the client is automatically in default without notice. From that moment on, statutory interest must be paid on the outstanding amount. All costs resulting from late or non-receipt of payment by the client are at the expense of the client. Such collection costs are always at least 10% of the total invoice amount with a minimum of GBP 150,- excluding VAT.

When payments are made in installments, Nerdish.uk has the right to temporarily suspend services or product delivery in the event of late payment. In such a case, Nerdish.uk may apply a 'freeze', denying the client access to or provision of certain services and/or products. The freeze will only be lifted after the parties have entered into discussions and made agreements about the next steps.

Client Responsibilities
When Nerdish.uk executes an assignment, the client must provide Nerdish.uk with:
- All necessary data and information in a timely manner;
- Full cooperation;
- Follow all explicit instructions given to them;
- Provide access to relevant third-party accounts, such as CRM systems, Google Adwords, Google Analytics accounts, etc.;
- Fully inform Nerdish.uk in writing of any regulations relevant to the execution of the assignment.

Termination Options
If there is no contact with the client during the execution of the assignment and after three (3) attempts within a minimum of two weeks to establish contact in writing, Nerdish.uk has the right to terminate the agreement. The hours spent on the specific assignment up to that point will then be invoiced at the standard hourly rates. After termination, the client can no longer claim any rights under the agreement with Nerdish.uk.

If the client does not provide the necessary data and information, is late, or does not comply with the agreements, or if the client does not fulfill their obligations in another way, Nerdish.uk has the right to suspend (further) execution of the assignment after providing written notice to the client with a rectification period of fourteen (14) days. If Nerdish.uk incurs costs as a result, Nerdish.uk has the right to charge these costs at the usual hourly rates.

Provided Data
Nerdish.uk is not responsible for the content, accuracy, currency, formatting, and circulation of materials provided by the client. Additionally, it cannot be expected that Nerdish.uk is fully aware of all legislation applicable within the client's specific industry. Nerdish.uk assumes that what is provided by the client is in accordance with laws and regulations. The client indemnifies Nerdish.uk against any claims from third parties or authorities in this regard.

When newsletters, mailings, and similar materials are sent, the client is responsible for the accuracy or validity of the (email) addresses provided by them.

Use of Music, Images, and Videos
If music, images, and/or videos are played and/or displayed through the products developed by us, such as websites or applications, additional fees are often charged by collective management organizations such as PRS for Music (Performing Right Society) and PPL (Phonographic Performance Limited). These extra costs are not included in our rates and prices and are always the sole responsibility of the client. Clients indemnify Nerdish.uk against such costs.

Exclusivity
Assignments given to Nerdish.uk are always exclusive and will not be simultaneously given to other parties.

Privacy Rules
The Client agrees with Nerdish.uk to adhere to the applicable privacy rules as outlined in the specific British Laws: Data Protection Act 2018 (DPA 2018), and the UK General Data Protection Regulation (UK GDPR) aswell as the Dutch and European laws, such as the Dutch Data Protection Act (Wbp) and, from May 2018, the General Data Protection Regulation (AVG). Nerdish.uk is not responsible for any potential violations of provisions from this legislation if, at the request of clients, they produce and send newsletters, mailings, and similar items. Clients indemnify Nerdish.uk for this.

This includes, among other things, that the client adequately informs third parties, provides access, corrects or deletes data as necessary, and technically and organizationally secures and retains the data for no longer than necessary for the purpose for which it was obtained. That purpose must also be made known to third parties prior to obtaining consent and may not be changed without renewed consent.

Nerdish.uk is always willing to cooperate in any way possible and, where possible, enter into separate data processing agreements with the client to bring everything into better compliance with laws and regulations.

By involving us in the processing of personal data, clients acknowledge that our technical and organizational security measures are in order according to the state of the art and declare that they will not hold Nerdish.uk liable if a security incident should occur.

In the event that Nerdish.uk is fined by the Information Commissioner's Office (ICO) as a result of processing personal data on behalf of a client, we reserve the right to be indemnified by the client. Additionally, Nerdish.uk reserves the right to charge the client for costs related to work in this regard.

Liability of Nerdish.uk
If Nerdish.uk fails to fulfill its obligations under these terms and conditions, our liability is limited to the extent permitted by applicable law. We are liable for direct damages resulting from our intentional misconduct or gross negligence.

In cases where Nerdish.uk, its employees, or a subcontractor for which we are responsible commits an unlawful act (tort) against you, we are only liable for damages if the act is intentional or results from gross negligence.

Nerdish.uk is not liable for matters beyond our control, including disappointing results from advertising campaigns. Any forecasts made by Nerdish.uk in this context are non-binding estimates.

For damage caused by the actions or omissions of third parties, such as contractors or service providers, you should seek recourse directly from those third parties. If Nerdish.uk is engaged to remedy such damage, additional charges for extra work may apply.

All amounts that Nerdish.uk may be required to pay as compensation to you will be reduced by any previous write-offs provided by Nerdish.uk.

Nerdish.uk is not liable for consequential damages, delay damages, loss of profit, savings or business interruption, loss of data, or damages resulting from failure to meet a delivery deadline due to changed circumstances. Our liability is limited to the amount covered by our insurance. For any amount exceeding the insurance coverage, our liability is further limited.

Any claim against Nerdish.uk becomes null and void two years after completion, termination, or dissolution of the agreement.

For the resolution of disputes, either UK or Dutch law applies, depending on which has been specified on the quotation and invoice.

Force Majeure
Force Majeure: all external causes that are reasonably unforeseeable and result in Nerdish.uk being unable to fulfill its commitments (completely).

This includes, among other things: strikes, illness of both internal personnel and engaged third parties, staff shortages, fire, company and technical malfunctions within the office or with external parties engaged by the client, not having sufficient or accurate data, or insufficient cooperation being provided.

During force majeure, all delivery and other obligations of Nerdish.uk are suspended. If the period in which compliance is delayed due to force majeure lasts longer than four (4) weeks, the parties are entitled to terminate the agreement without the intervention of the court, without this meaning that either party is liable for damages to the other.

If Nerdish.uk has already performed work at the time of the occurrence of force majeure and/or termination, it has the right to invoice that separately, and the client is also obligated to pay the relevant invoice. This invoice is then considered to arise from a separate agreement with Nerdish.uk.

Interim Termination of Agreement
Irrespective of the right to compensation, both parties may terminate the agreement in writing without notice or judgments from a court in certain cases. This occurs in the event of:
suspension of payment;
bankruptcy (filing);
liquidation or termination of the company.

This does not apply to mergers, acquisitions, and the like. Apart from the right to compensation, both parties can terminate the agreement immediately in writing or suspend the (further) execution of activities without judgments from a court when the other party, after a notice period of fourteen (14) days for rectification, is in material breach of its obligations under the agreement.

Apart from the right to compensation, Nerdish.uk can terminate the agreement immediately in writing or suspend the (further) execution of activities without a court judgment if the client has provided false and/or incorrect personal data or entered into the agreement under false pretenses.

A dissolution, by mutual agreement or by court, is never retroactive. In case of our suspension of work or termination of the agreement, the client is obliged to compensate for the reasonably performed (preparatory) activities, including commitments made with third parties. If there is an advance payment, it will be offset against the costs incurred for these activities.

This does not affect the rights accruing to Nerdish.uk under the law or this agreement, including the right to compensation for loss of profit or damages resulting from the termination. Any claims Nerdish.uk has or will have on the client based on these grounds will become immediately due and payable.

Upon termination or dissolution of the assignment, any granted quantity discounts will be forfeited. These discounts are based on the fact that Nerdish.uk has been provided with multiple assignments. In such a case, Nerdish.uk reserves the right to separately charge the previously granted discount to the client.

Applicability
These general terms and conditions apply to all offers, quotations, assignments, agreements, and activities made or exchanged between Nerdish.uk and the client. Nerdish.uk's services include, among others, all design (e.g., logos and corporate identities), advertising, marketing (including SEO and online advertising), copywriting, printing, web development, hosting, and consultancy services. If clients have purchasing or other conditions, we reject them as a standard practice. Deviations from these conditions can only be agreed upon in writing. If, for any reason, a part of these conditions were to be null and void or invalidated, all other parts remain fully effective. In that case, the parties will consult with the aim of drafting a replacement provision. It is understood that the purpose and scope of the no longer valid part are taken into account as much as possible. Nerdish.uk has the right to amend, supplement, or remove parts of these general terms and conditions at any time without prior notice. Changes will be communicated in writing or by email and will take effect one month after this announcement. If clients do not wish to accept the general terms and conditions made known in this way, they have the right to terminate the agreement, but only until the moment the new conditions come into effect. Termination can only be done in writing and sent by registered mail to the office address of Nerdish.uk.

Disputes and Applicable Law
Dutch law applies to all services provided by Nerdish.uk and the agreements made in this regard. Disputes can only be submitted to the competent court in Amsterdam. Dutch law applies.

The clients of Nerdish.uk rate us with a

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©2024 Nerdish.uk | Part of Mr Digital Solutions | Based in Holland

Terms and conditions

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The clients of Nerdish.uk rate us with a

4.5/5

 4.5/5

(17 reviews)

Usefull Links

Our Services

Contact

©2024 Nerdish.uk | Part of Mr Digital Solutions | Based in Holland

Terms and conditions

Privacy policy