Agreements that
surprise nobody.
A fixed price up front, additional work only with your approval, ownership of the code after payment and 30 days of warranty on what was delivered. Below is the long version.
Scope of these terms
These terms apply to every quote and every job from Webframer, a trade name of VTS Solutions (Bas Voets, Dutch Chamber of Commerce 70168741). Invoices and agreements may carry either name; it is the same business. Deviations only apply if we have recorded them in writing.
The client's own purchasing terms do not apply unless I have expressly accepted them.
Quotes and prices
A quote is valid for 30 days and contains a described scope with one fixed total. All amounts exclude VAT unless stated otherwise.
External costs such as domain names, hosting, licences and payment provider transaction fees fall outside the project price and are passed on at cost.
Payment
Projects are invoiced in two instalments: 50% at the start and 50% on delivery. Smaller jobs may be invoiced in one instalment.
The payment term is 14 days. If it is exceeded I may charge statutory commercial interest and collection costs, and suspend work until payment is made.
Scope and additional work
What is in the quote is what gets built. Small adjustments during the project I absorb within it.
Changes that materially increase the scope are quoted beforehand as a separate block, with their own price and planning. No additional work is carried out without prior approval.
What I need from the client
For a planning that holds, I need copy, imagery, access and feedback on time. If those are late, the planning shifts with them.
The client warrants that the material they supply does not infringe third-party rights.
Delivery and support
After delivery there is a 30-day warranty on defects: functionality that does not work as agreed I fix at no cost.
New wishes, scope changes or problems caused by third-party modifications fall outside that and are quoted separately.
If the client does not respond within 14 days of delivery, the work counts as accepted.
Ownership of the code
After payment in full, all rights to the code and design written specifically for the job transfer to the client. The code sits in a repository in the client's name.
Open-source components and libraries used remain under their own licences. I keep the right to reuse general knowledge, techniques and non-project-specific building blocks.
Unless the client objects, I may use the delivered work as a reference in my portfolio.
Hosting and maintenance
Maintenance plans run per month and can be cancelled monthly. What is and is not covered is on the Maintenance & support page.
I make every effort to keep things available, but I give no guarantee of uninterrupted availability of third-party services such as hosting providers and payment providers.
Liability
Liability is limited to the amount invoiced for the job in question, and to direct damages. Consequential loss, lost profit and loss of data fall outside it.
This limitation does not apply in cases of intent or wilful recklessness.
Processing of personal data
If I process personal data under contract, we sign a data processing agreement. You are offered one as standard; you do not have to ask.
How I handle data is set out in the privacy statement.
Ending the engagement
Either party can end the engagement early. Work carried out up to that point is invoiced; there is no penalty on the remainder.
I work in short cycles, so there is a natural decision point every one to two weeks.
Confidentiality
Everything I learn about your company during a job stays between us: figures, processes, client data, code and plans. That confidentiality continues after the job ends and has no expiry date.
The same applies the other way round to what I share about my way of working, my rates and my documentation.
If you have your own NDA, I sign it without argument, provided it contains no clauses that make it impossible to mention references in general terms.
Bringing in third parties
In principle I do the work myself. If specialist work is needed, a designer, a copywriter or a security test for example, I discuss it beforehand and remain your point of contact and responsible for the result.
Third-party services that form part of the solution, such as hosting, payment providers and email services, fall under their own terms. I pick parties that process inside the EU and flag it if that is not possible in a specific case.
Force majeure
In cases of force majeure, obligations are suspended for as long as the situation lasts. That includes prolonged outages at hosting or payment providers, loss of internet or power, illness, and government measures.
If the force majeure lasts longer than sixty days, either party may end the agreement. Work carried out up to that point is invoiced; there is no right to compensation.
Complaints
If you are unhappy about something, report it within 14 days of noticing it. Then I can still fix it at the moment it matters.
A complaint does not suspend the payment obligation unless we expressly agree otherwise. We try to work it out together before putting anything in front of a judge.
Changes to these terms
These terms can change. For an ongoing job, the version that applied when you accepted the quote always governs.
The current version is on this page, with the date of the last change at the top.
Governing law
Dutch law applies to all jobs. Disputes are put before the competent court in the district of Rotterdam, after we have first tried to resolve it together.
Questions about this? Email bas@webframer.nl. I am a developer, not a lawyer: for a watertight policy, legal advice remains sensible.