consultancy@necesseo.com
en

terms & conditions

1. Definitions

In these Terms and Conditions, the following terms shall have the meanings set forth below, unless expressly stated otherwise:

  1. Contractor: Necesseo Consultancy & Training, registered with the Dutch Chamber of Commerce under number 87747782 It is a sole proprietorship engaged in SEO consultancy, copywriting and training. Hereinafter referred to as "Necesseo."
  2. Client: The natural person or legal entity who has indicated its desire to make use of the services offered by Necesseo.
  3. Agreement: Any agreement or assignment entered into between Necesseo and the Client relating to the services offered by Necesseo.

2. Applicability

  1. These general terms and conditions apply to all agreements, assignments, and offers in which Necesseo provides services to the client, even if these services are not (explicitly) described in these terms and conditions.
  2. Deviations from these terms and conditions are only valid if expressly agreed upon in writing. The client's general terms and conditions are not applicable and are explicitly rejected.
  3. If any provision of these general terms and conditions is nullified or declared invalid, the remaining provisions shall remain fully in effect. Necesseo and the client will consult to agree on new provisions that align as closely as possible with the purpose and intent of the void or invalidated provision.
  4. In case of ambiguity regarding the interpretation or content of these terms, or situations not covered herein, interpretation shall occur 'in the spirit' of these general terms and conditions.
  5. Failure to strictly enforce these terms and conditions at all times does not mean that Necesseo waives its right to do so in other cases.
  6. Necesseo is entitled to modify or supplement these terms and conditions. Minor changes may be implemented at any time. Major substantive changes will be discussed with the client in advance.

3. Offers and Agreements

  1. Agreements may be concluded verbally, in writing, or via an offer.
  2. An assignment is confirmed via email by Necesseo and is then official.
  3. All prices are exclusive of VAT and any shipping, transport, and postal costs, unless otherwise stated.
  4. Offers by Necesseo are based on information provided by the client. The client warrants that this information is complete and accurate.
  5. Offers are valid for the period stated; if no period is mentioned, a 30-day validity applies.
  6. Necesseo is not bound by apparent mistakes or clerical errors in an offer.
  7. Offers do not automatically apply to future assignments.

4. Execution and Cooperation

  1. Necesseo will execute the assignment to the best of its knowledge, expertise, and ability.
  2. The client and Necesseo shall cooperate and provide each other with all necessary information in a timely manner.
  3. Materials or data provided by the client will be held by Necesseo at the client's risk and expense.
  4. The client and Necesseo shall not unnecessarily harm each other's interests, either within or outside of this agreement.

5. Engagement of Third Parties

  1. If necessary for proper execution, Necesseo may delegate work wholly or partially to third parties. This will be done in consultation with the client whenever possible.
  2. Necesseo will strive to ensure that any third parties uphold the agreed obligations and quality standards.
  3. Necesseo accepts no liability for work performed by third parties. These third parties must carry adequate liability insurance themselves.
  4. If third parties perform work on the client's premises, the client will provide reasonable facilities at no cost.
  5. The client indemnifies Necesseo against any third-party claims arising from the execution of the assignment, insofar as the damage is caused by the client or unsafe conditions within their organization.

6. Changes to the Assignment

  1. Changes to the approach, method, or scope of the assignment may affect timelines and costs. Necesseo will inform the client in a timely manner.
  2. Necesseo may charge additional costs for extra work, provided this is discussed in advance with the client.
  3. Necesseo reserves the right to pass on statutory price increases and reasonably necessary cost increases. These changes will be communicated promptly.

7. Copyright and License

  1. All works delivered by Necesseo are subject to copyright under Dutch law.
  2. Information, texts, concepts, and designs provided by Necesseo may only be used within the scope of the assignment and may not be reproduced, disclosed, or shared with third parties without prior written consent.
  3. Necesseo reserves the right to use the results of the assignment for self-promotion, provided that no confidential information is disclosed.
  4. If products are developed based on client instructions, the client guarantees no third-party rights are infringed.
  5. The client receives a non-transferable, unlimited license for personal use of the delivered work, provided all financial obligations have been fulfilled.
  6. Modified use of the work requires prior written consent from Necesseo.
  7. Necesseo may sign the delivered work or request credit.

8. Payment and Collection Costs

  1. Unless otherwise agreed in writing, payment must be made within 14 days of the invoice date to a bank account specified by Necesseo.
  2. Time spent and expenses incurred (including travel and accommodation) will be invoiced to the client.
  3. If the payment term is exceeded, Necesseo will send a reminder and then a final notice.
  4. Necesseo reserves the right to suspend work until full payment has been received.
  5. In case of default, the client owes statutory interest and 15% collection costs (minimum €40). Legal and enforcement costs will also be charged.
  6. Necesseo may request an advance payment. If this is not made, Necesseo may suspend or terminate the assignment.

9. Complaints

  1. Complaints must be submitted via email (consultancy@necesseo.com) within two weeks after completion of the work.
  2. Necesseo will respond within two weeks unless demonstrably impossible.
  3. If the complaint is justified, Necesseo will perform the agreed work unless it is demonstrably pointless for the client.
  4. If proper execution is no longer possible or useful, liability is limited as stated in Article 10.

10. Liability

  1. Necesseo is only liable for direct damage resulting from intent or gross negligence.
  2. Necesseo is not liable for indirect damages, such as consequential loss, loss of profits, or business interruption.
  3. The client indemnifies Necesseo from all third-party claims related to the use of the delivered results.
  4. Necesseo is not liable for damage caused by incorrect or incomplete information provided by the client.
  5. Although avoided where possible, Necesseo accepts no liability when serving multiple clients with competing objectives. In such cases, unique content is always delivered.
  6. Liability is limited to the amount invoiced for the assignment in question.
  7. Necesseo is not liable for work carried out by third parties it engages.

11. Confidentiality & privacy

  1. Both parties are obliged to keep confidential any information obtained in the course of the assignment.
  2. Necesseo will use such information solely to execute the assignment and will take appropriate technical and organizational measures to protect it.
  3. Necesseo will ensure that any engaged third parties are also bound by confidentiality.

  4. It is not permitted to record, transcribe, or otherwise capture (parts of) meetings, training sessions, consultations or other communications with Necesseo using (digital) recording devices or software — including but not limited to AI assistants. 

  5. If the client wishes to make any recordings, this must be explicitly communicated and approved by Necesseo in writing beforehand.

  6. In case of violation, Necesseo reserves the right to take appropriate (legal) action and to unilaterally terminate the collaboration. 

12. Force Majeure

  1. Necesseo is not obliged to fulfill obligations if prevented by force majeure.
  2. Necesseo will notify the client in writing of the force majeure situation as soon as possible.
  3. During force majeure, Necesseo may suspend its obligations.
  4. The client may cancel the assignment in writing after notification of force majeure.

13. Suspension, Termination, and Dissolution

  1. If the client fails to provide necessary information on time, Necesseo may suspend execution or charge extra costs.
  2. Either party may terminate the assignment early in writing (via registered mail or email) with a one-month notice period due to scheduling.
  3. Outstanding invoices remain due in full and must be paid immediately.
  4. If the client defaults, Necesseo may dissolve the agreement without liability.

14. Disputes

  1. Disputes will first be addressed through mediation.
  2. If mediation fails, the dispute will be submitted to the competent court.

15. Governing Law

  1. All agreements between Necesseo and the client are governed exclusively by Dutch law, even if the assignment is carried out wholly or partially abroad or if the client is based outside the Netherlands.