Terms and Conditions

Marketing for a Day B.V. (hereinafter: MFAD) is registered with the Chamber of Commerce under number 90782798 and is located at Ambachtsweg 46 (1271AM) in Huizen.

Article 1 – Definitions

1. In these general terms and conditions, the following terms are used in the following meaning, unless explicitly stated otherwise.
2. Offer: any offer or quotation to the Client for the provision of Services by MFAD.
3. Content creation: the process of creating ideas, designing both written and visual content in the broadest sense of the word, in any format.
4. Services: the Services offered by MFAD, which include website development, hosting, domain name registration, social media management, content and design creation, various marketing services as well as consultancy.
5. Service Provider: MFAD, offering Services to the Client hereinafter: MFAD.
6. Client: the natural or legal person acting in the exercise of profession or business who has appointed MFAD, assigned projects to MFAD for Services to be performed by MFAD, or to whom MFAD has made a proposal based on an Agreement.
7. Agreement: every Agreement and other obligations between the Client and MFAD, as well as proposals from MFAD for Services provided by MFAD to the Client that are accepted and executed by MFAD, forming an inseparable whole with these general terms and conditions.
8. Website: https://www.marketing4aday.com/.

Article 2 – Applicability

1. These general terms and conditions apply to every Offer from MFAD, every Agreement between MFAD and the Client, and to every Service provided by MFAD.
2. Before an (remote) Agreement is concluded, the Client receives these general terms and conditions. If this is not reasonably possible, MFAD will indicate to the Client how the general terms and conditions can be viewed.
3. Deviation from these general terms and conditions is not possible. In exceptional situations, deviations can be made if explicitly agreed in writing with MFAD. The Client's conditions are expressly not applicable.
4. These general terms and conditions also apply to additional, changed, and follow-up assignments from the Client.
5. The Client's general terms and conditions are excluded.
6. If one or more provisions of these general terms and conditions are partially or completely null and void or annulled, the remaining provisions remain in effect, and the null/annulled provision(s) will be replaced by a provision with the same intent as the original.
7. Uncertainties about the content, explanation, or situations not regulated in these general terms and conditions should be judged and explained in the spirit of these terms. The provisions in the Agreement take precedence over these general terms and conditions.
8. The applicability of Articles 7:404 BW and 7:407 paragraph 2 BW are explicitly excluded.
9. The rights and obligations under the Agreement between Parties cannot be transferred by the Client to a third party unless MFAD explicitly and previously gives permission. MFAD is free to stipulate additional conditions.
10. If these general terms and conditions refer to she/her, this should also be understood as a reference to he/him/his, if and as applicable.

Article 3 - The Offer

1. All offers made by MFAD are non-binding unless explicitly stated otherwise in writing. If the Offer is limited or valid under specific conditions, this will be explicitly stated in the Offer.
2. MFAD is only bound by an Offer if acceptance by the Client is confirmed in writing within 30 days. Nevertheless, MFAD reserves the right to refuse an Agreement with a potential Client for a valid reason for MFAD.
3. The Offer contains a description of the Services offered. The description is sufficiently detailed so that the Client is able to make a good assessment of the Offer. Apparent mistakes or errors in the Offer are not binding for MFAD. Any images and data in the Offer are only indicative and cannot form grounds for compensation or dissolution of the Agreement. All offers are furthermore made based on data provided by the Client. Offers expire if the Client’s data is incorrect or incomplete.
4. Offers or quotations do not automatically apply to follow-up assignments.
5. Delivery times and terms in MFAD's offer are indicative and do not entitle the Client to dissolution or compensation if exceeded, unless explicitly agreed otherwise.
6. A combined quotation does not oblige MFAD to deliver part of the items included in the offer or quotation at a corresponding part of the quoted price.

Article 4 - Formation of the Agreement

1. The Agreement is established when the Client has accepted an Offer or Agreement from MFAD by returning a signed copy (scanned or original) to MFAD, or by giving explicit and unambiguous approval of the Offer by email.
2. MFAD is not bound by an Offer if the Client could reasonably have expected, should have understood, or ought to understand that the Offer contains an obvious mistake or error. The Client cannot derive any rights from such a mistake or error.
3. Every Agreement concluded with MFAD or any project assigned by the Client to MFAD is with the Company and not with any individual person associated with MFAD.
4. If the Client cancels an already confirmed Agreement, the actual costs incurred up to that point (including the time spent) will be charged to the Client.
5. The Client's right of withdrawal is excluded, unless otherwise agreed.
6. If the Agreement is entered into by multiple Clients, each Client is jointly and severally liable for the fulfillment of all obligations arising from the Agreement.

Article 5 - Duration of the Agreement

1. The Agreement is entered into for an indefinite period, unless the content, nature, or scope of the assignment provides that it is entered into for a definite period. The duration of the assignment also depends on external factors, including but not limited to the quality and timely delivery of information obtained by MFAD from the Client.
2. Both the Client and MFAD can dissolve the Agreement due to an attributable failure in the fulfillment of the Agreement if the other party is notified in writing and given a reasonable term to fulfill their obligations, and fails to comply. This also includes the Client’s payment and cooperation obligations.
3. Dissolution of the Agreement does not affect the Client’s payment obligations if, at the time of dissolution, MFAD has performed work or delivered services.
4. In case of premature termination of the Agreement, the Client owes the costs actually incurred by MFAD up to that point based on the set rate, unless otherwise agreed.
5. Both the Client and MFAD can terminate the Agreement in writing in whole or in part without further notice of default with immediate effect if either Party is under a suspension of payments, bankruptcy is filed, or the relevant company ends through liquidation or otherwise than through merger or restructuring. If such a situation occurs, MFAD is never obliged to refund any monies received and/or compensation for damages.
6. All post-contractual obligations from these terms and the Agreement that are intended by their nature to continue after termination of the Agreement will continue to exist. This includes at least the provisions regarding confidentiality, intellectual property rights, liability, and dispute resolution and choice of law provisions.

Article 6 - Execution of the Agreement

1. MFAD undertakes to execute the Agreement with the utmost care as may be expected from a good contractor. All Services are performed based on an obligation of best efforts, unless explicitly and in writing a result has been agreed and described in detail.
2. In performing the Services, MFAD is not obliged to follow the Client’s instructions if this changes the content or scope of the agreed Services. If the instructions result in additional work for MFAD, the Client is required to reimburse the additional or extra costs accordingly.
3. MFAD is entitled to engage third parties at its own discretion for the performance of the Services.
4. If MFAD, at the request or order of a government agency and/or a legal obligation, performs work related to the Client's data, the associated costs are solely for the Client.
5. If changes are made, MFAD may continue to provide the Service with the modified version of the software. MFAD is never obligated to maintain, modify, or add certain functionalities and/or specific properties.
6. The source code and technical documentation of the website are always excluded from the right of use or transfer to the Client.
7. Both the Client and MFAD can make changes to the scope and/or content of the Service taken. The additional costs associated are for the Client's account. The Client will be informed as soon as possible about this. If the Client disagrees, the Parties must consult with each other. The Client may only terminate the Agreement in writing as of the date the change comes into effect if the change is not related to changes in relevant legislation and/or if MFAD bears the cost of the change.
8. MFAD is not required to provide a physical carrier to the Client with the software.
9. If, under the Agreement, MFAD also makes a backup of the Client’s data, MFAD will make backups at fixed times and store them in accordance with the agreed duration. However, the Client remains responsible for complying with their own statutory retention and administrative obligations.
10. MFAD is entitled, but never obliged, to verify the accuracy, completeness, or consistency of source materials, requirements, or specifications provided to it, and if any deficiencies are identified, to suspend the agreed work until the Client has remedied those deficiencies.
11. Unless otherwise agreed, MFAD is entitled to use images, software, and components of third parties, including stock photos and open source software, in the development, configuration, or modification of Design. The Client expressly indemnifies MFAD against third-party claims with regard to the above-mentioned usage.
12. MFAD will keep the source files of the designs as long as it is performing Services for the Client or it is likely it will do so. MFAD is entitled to delete the source files after this period. If the Client only gives follow-up orders for this Design after this period, MFAD is entitled to charge costs for redeveloping, restoring, or retrieving these source files.

Article 7 - Obligations of the Client

1. The Client is required to provide all information, attachments, and relevant data requested by MFAD in a timely manner and/or prior to commencement of the work and in the desired format for correct and efficient execution of the Agreement. If not, MFAD may not be able to fully execute and/or deliver the relevant items. The consequences of such a situation are fully for the account and risk of the Client at all times.
2. MFAD is not obliged to check the accuracy and/or completeness of the information provided nor to update the Client about information that has changed over time, nor is MFAD responsible for the accuracy and completeness of information compiled or provided by MFAD for or to third parties within the Agreement's context.
3. MFAD may, if necessary for executing the Agreement, request additional information. If this is not provided, MFAD is entitled to suspend its work until the information is received, without being liable for any damages to the Client for any reason. In case of changed circumstances, the Client must notify MFAD immediately, or at the latest within 5 working days of the change becoming known.
4. The Client is required to protect all technical security and other provisions of the MFAD website and to respect the intellectual property rights vested in the website.
5. The Client is responsible for suitable equipment and a user environment.

Article 8 - Advice

1. If commissioned, MFAD can provide advice, an action plan, design, reports, planning, and/or documentation for the service. The content is not binding and only advisory in nature, but MFAD will observe its obligation of care. The Client decides on its own responsibility whether to follow such advice.
2. Advice provided by MFAD, in any form, is never to be regarded as binding advice.
3. The Client is required at the first request of MFAD to assess proposals provided by it. If MFAD is delayed in its work because the Client does not or not timely assess a proposal made by MFAD, the Client is always responsible for resulting consequences, such as delay.
4. The nature of the services means that the result always depends on external factors that can influence MFAD's reports and advice, such as the quality, accuracy, and timely delivery of required information and data from the Client and its employees. The Client guarantees the quality and timely and correct provision of the required data and information.
5. The Client must inform MFAD in writing before commencement of work of all circumstances important or potentially important, including any issues and priorities the Client wishes to highlight.

Article 9 - Development of Designs and Corporate Identity

1. The Client must record all wishes and requirements for developing a design in writing. MFAD may deviate from these in consultation with the Client if it deems this necessary and/or desirable to achieve the desired result.
2. Unless Parties agree otherwise, design development follows this procedure in 4 phases:
   
   Phase I: concept development. Parties consult to translate the Client’s wishes into a design. Information from the Client, such as number and visual characteristics, is crucial here. MFAD then prepares a quotation which the Client must approve or reject as agreed.
   
   Phase II: visualization. After approval, depending on the product(s), a suitable design is created to fit the Client’s house style or as the starting point for the Client’s house style, providing the foundation for further creative elaboration. MFAD delivers 1 or 2 sketches to choose a design. Chosen sketches are elaborated. After approval of the design and for the related quotation, the design can be designated as the Client’s product and serves as a basis for further creative elaboration. The Client receives 2 to 4 sketches, from which one can be selected. The first-choice design will be developed and the Client may choose color variants.
   
   Phase III: feedback. The product is then further attuned to the Client’s instructions. The Client has the right to 3 adjustments, as stipulated when the agreement was made with MFAD. The Client is required to review and/or approve the corporate identity within 7 days unless expressly agreed otherwise. The Parties may agree on additional rounds of adjustment after the first approval. If more rounds or major changes are needed, an additional fee may be charged.
   
   Phase IV: delivery. After the reflection period stated in phase III, the developed design is final, unless no adjustments/feedback were made. Otherwise, MFAD will carry out a final adjustment round, and the design will then be final. According to the quotation/agreement, the Client will receive the design.
3. The Client receives only a limited non-transferable license to use the graphic design. All earlier designs, sketches, and other creations remain the property of MFAD and may not be used by the Client unless further agreements are made.
4. The Client is prohibited from making or having made changes to MFAD’s designs without prior explicit written permission.

Article 10 - Content Creation

1. If commissioned, MFAD can take care of content creation whether or not within the context of marketing services. If any guarantee is given, it is limited to what is explicitly agreed in writing.
2. The Client must inform MFAD in writing before the commencement of work of all circumstances that are or may be relevant, including points and priorities to which the Client wishes to draw attention.
3. Content creation is an expression of creativity and taste. If the Client agrees to the Quotation used by MFAD, this also means the Client agrees to MFAD’s working method and style. MFAD may perform the work, unless otherwise explicitly stated by the Client, at its own technical and creative discretion. All Client-specific requirements and wishes must be mutually recorded in writing by the Parties.
4. If, for the effective execution of the agreement, MFAD is required to rent additional materials or spaces, hire third-party expertise, or if more time is needed, extra costs may be charged during the Agreement on a cost-plus basis. MFAD will timely inform the Client. The Client must give written approval for this.
5. MFAD may require the Client to make additional agreements regarding execution, costs, or agreement duration if weather conditions or other external factors, in MFAD’s judgment, hamper effective execution of the agreement. Such circumstances may justify additional work.
6. Copyrights on MFAD's works reside solely with MFAD, unless explicitly agreed otherwise. Permission for the Client’s use of a work is granted in advance and in writing solely in the form of a license as described by MFAD in the offer. Regarding the transferability of copyrights, mention of authorship, or infringement on MFAD's copyrights, Article 25 of the Copyright Act applies.
7. Should the Client request ownership of the works, this can only be transferred with MFAD's explicit permission and additional costs will be charged. MFAD may require a separate agreement be drawn up. However, MFAD is never obliged to comply with this request.

Article 11 - Website or Webshop Development

1. MFAD can prepare advice, an action plan, a schedule, and/or documentation for the service. The content is not binding and only advisory in nature, but MFAD will observe its duties of care. The Client decides independently and responsibly whether to follow the advice.
2. The Client is required to supply all necessary information for website development (including data files, software, documentation, advice, reports, analyses, and designs) on time, completely, accurately, and in the desired format.
3. The Parties must record all features, functionalities, properties, and more of the website to be developed in writing. The website is created solely based on these written agreements. If these agreements are too scant to meet the Client’s wishes, the Parties must consult and adapt the Agreement as necessary.
4. MFAD is always entitled to request Client approval before a work it has created is delivered or a related license is transferred.
5. The Client acquires a non-exclusive, non-transferable, and non-sublicensable right to use the website from the moment the Client has fulfilled all (payment) obligations, unless otherwise explicitly and in writing agreed. The source files are expressly excluded from the Client’s use. Unless otherwise explicitly and in writing agreed, source files are not delivered to the Client.
6. The website developed by MFAD is delivered when the Client has signed or explicitly approved the website within 7 calendar days, unless a longer period has been agreed. The Client can use written agreements to check this. After this term without response, the Client is deemed to have agreed to the website. Any repairs after this term are considered additional costs.
7. The Parties may agree on a testing period during which the Client can identify any errors and/or defects. These must be reported in writing to MFAD. The repair work is at the Client’s expense unless use errors or errors attributable to MFAD occur. The repair period is a reasonable period, at least 7 days after the defects are reported or confirmed by MFAD.
8. If changes must be made to the website after the testing period or delivery—requested by the Client or otherwise—that were not previously agreed in writing, these must be performed under a new assignment. The Client only has the right to a limited number of revision rounds, as determined by agreement.
9. The Client is required at MFAD’s first request to review proposals provided by MFAD, or at least within the agreed period. If MFAD is delayed in its work because the Client does not or not timely evaluate a proposal, the Client is always responsible for the consequences, including delay.
10. The nature of the service means that the result also depends on external factors that can influence development, such as the quality, correctness, and timely provision of required information from the Client and/or its employees. The Client guarantees the quality and timely and correct supply of the necessary information.

Article 12 - (Delivery

1. If the start, progress, or (delivery of the) Services is delayed because, for example, the Client has not provided all requested information on time, does not cooperate sufficiently, the advance has not been received on time by MFAD, or other circumstances for which the Client is responsible, MFAD is entitled to a reasonable extension of the (delivery) period. In no case do the specified terms constitute strict deadlines, nor can MFAD be held liable for exceeding the agreed period.
2. All damages and additional costs resulting from a delay for a reason mentioned in paragraph 1 are for the account and risk of the Client and will be charged to the Client by MFAD.
3. If the Client must give approval, MFAD is entitled to suspend execution of the Agreement until the Client has given their approval.
4. MFAD will make every effort to provide the service within the agreed period, as far as can reasonably be expected from it. In case of urgency, the Client is obliged to reimburse MFAD for the resulting additional costs.
5. MFAD makes every effort to deliver the Service as much as possible according to the Offer.
6. MFAD has the right to sign all designs and/or developed websites it has created or to mention its name. MFAD also has the right to use all its design, creations, and all matters on which its intellectual property rights rest for self-promotion and/or publicity without requiring the Client’s (prior) explicit permission.
7. After delivery, responsibility for proper compliance with third-party licenses in using the developed product rests with the Client. MFAD will properly inform the Client about the applicable license terms.

Article 13 - Transfer of Risk

1. The risk of theft and loss, embezzlement, or damage to data, documents, software, data files, and/or items used, made, or delivered in the context of the performance of the Agreement transfers to the Client when they have actually come into the Client’s possession, or at the moment of first use of the website. If any damage results for the Client, MFAD is obliged to supply a replacement website at the cost price of the information carriers. Reinstallation and/or implementation must be carried out at the agreed rate, unless otherwise agreed.

Article 14 - Warranties

1. MFAD performs the Services according to the standards customary in the industry. If any guarantee is given, it is limited to what is explicitly and in writing agreed. During the warranty period, MFAD ensures a sound and standard quality of the delivered product or service.
2. MFAD does not guarantee that the website will function without errors and/or interruptions. MFAD will make efforts to correct errors in the software within a reasonable period. Repairs apply only to the website developed by MFAD and for defects timely reported by the Client. MFAD may delay the repair until a new version of the software is put into use. Defects in software not developed by MFAD may be repaired in consultation at the Client's expense and risk.
3. The Client accepts the website ‘As is’.
4. The Client must report any identified defect to MFAD immediately and in detail in writing, enabling MFAD to reproduce and repair the defect. The defect is reported when MFAD provides confirmation to the Client.
5. Repairs also include providing temporary solutions. The warranty never covers the repair of corrupted or lost data. MFAD is not obligated to restore this data. If agreed, MFAD may reasonably cooperate but is never responsible or liable for restoration of any corrupted and/or lost data. The Client must always take measures to prevent and limit malfunctions, defects, corruption, and/or data loss, whether based on information provided by MFAD or not.
6. MFAD is not responsible for errors and/or irregularities in the website’s functionality and is not liable for the website not being available for any reason. This also includes the unavailability of the Client’s website as a result of an unforeseen failure and/or force majeure.
7. MFAD is not liable for (the functioning of) third-party plug-ins. MFAD is not liable for damages caused or related to changes or work performed in or on the MFAD website carried out without MFAD’s explicit permission.

Article 15 - Use and Maintenance of the Website

1. MFAD provides the Client, based on a license agreement, with the agreed and developed website for use during the term of the Agreement. The right to use the website is non-exclusive, non-transferable, non-pledgeable, and non-sublicensable, and limited to these conditions.
2. If agreed, MFAD will maintain the website. The scope of the maintenance obligation is limited to what is explicitly agreed by the Parties. Even if not explicitly agreed, MFAD may carry out maintenance or interrupt services if it considers this necessary. Maintenance may also cause interruptions in service, which do not entitle the Client to compensation.
3. The Client is required to report any defects, errors, or other faults in the website in writing to MFAD, who will then repair the faults and/or carry out improvements in accordance with its usual procedures to the best of its ability. If desired, MFAD may first provide temporary solutions, after which in consultation with the Client a structural solution can be devised and implemented.
4. The Client is required, upon MFAD’s first request, to cooperate.
5. Despite MFAD’s maintenance obligations, the Client has independent responsibility for the management and use of the website.
6. For maintenance purposes, MFAD is authorized to check (data) files for computer attacks, viruses, and unsafe and/or illegal actions, as well as to perform other actions necessary for maintenance. The Client is also responsible for instructing and using the website by third parties engaged by the Client.
7. Maintenance generally consists of: (i) corrective, (ii) preventive, and (iii) adaptive maintenance. In case of corrective, preventive, and/or adaptive maintenance, MFAD may temporarily take the Service or part of it out of operation. The Client is not entitled to compensation during these interruptions. MFAD will, as much as possible, perform interruptions outside office hours and not longer than necessary for maintenance.
8. MFAD is entitled to make changes to the technology of the data or telecommunications network and other changes in the services it offers. These changes may affect the Client’s equipment, for which MFAD cannot be held liable for any compensation.

Article 16 - Hosting Services

1. If the agreed services provide for storage and/or transmission of material provided by the Client to third parties via (web)hosting, the following applies. If MFAD manages the hosting account, and the Client’s access is limited to the website's control panel, MFAD may impose restrictions on the size of the hosting account.
2. The Client is prohibited from publishing and distributing information via their website that conflicts with Dutch law and regulations, including: information without permission of the copyright holder, defamatory information, or information that insults, discriminates, threatens, is racist, incites hate, or contains child or otherwise criminal pornography. This also includes privacy-violating information (including stalking), as well as torrents, spam, and hyperlinks to such information on third-party websites.
3. In case of (possible) criminal acts, MFAD is entitled to report them and provide the authorities with information supplied by the Client, as well as perform all actions required in the context of the investigation.
4. MFAD is entitled to terminate and/or dissolve the Agreement with the Client in case of abuse as mentioned above and/or possible criminal acts by the Client.
5. The Client must refrain from causing or knowingly causing harm to other Clients or servers. If the Client sends spam, is repeatedly warned, and temporarily suspended, MFAD has the right to deny access permanently, without compensation. The Client can then only use email by purchasing an external email service that MFAD can link to the domain name or website. Loss of email from the (hosting) package for this reason does not result in a price reduction.
6. The Client indemnifies MFAD for all damages arising from the above. MFAD is not liable for any damages suffered by the Client as a result of its actions.
7. The Client is prohibited from reselling and/or leasing the service, unless explicitly agreed otherwise.
8. MFAD may impose a maximum on the storage space the Client can use in connection with the Service. If this limit is exceeded, MFAD is authorized to charge an extra fee. No liability exists for consequences of being unable to send, receive, store, or modify data if a storage space limit is reached.
9. In the case of extremely heavy data traffic, MFAD may, at its discretion, temporarily take the Client’s website offline. This includes DDoS attacks, brute force attacks, server overload, or other disturbance caused by the Client to MFAD’s server.
10. In addition to statutory obligations, damages caused by incompetence or failure to act in accordance with the above points will be for the account and risk of the Client.

Article 17 - Domain Name Registration

1. MFAD offers domain name registration at the Client’s request at the applicable rates. The Client is responsible for knowing the applicable laws and regulations. The Client is aware that a domain name registration does not constitute a trademark registration.
2. Domain name registration, including the application, allocation, use, and holding of a domain name, is always subject to the rules of the relevant registering authority. MFAD has only an obligation of best efforts and cannot guarantee the allocation of a domain name. The Client is responsible for supplying the correct domain name and cannot hold MFAD liable for registering the wrong domain name due to a (typing) error by MFAD. It is the Client’s responsibility to check and amend this if required.
3. The Client owes MFAD a fee for the registration, use, and holding of the domain name. The Client concludes an agreement of indefinite duration, which can be terminated monthly. The Client is required to pay the fee annually in advance in one lump sum.
4. The Client indemnifies MFAD for claims by third parties arising from infringements of intellectual property rights and all claims related to the use and possession of the domain name. This also includes all third-party claims regarding the content of the Webshop, where MFAD as holder and/or manager of the domain name is held liable. The Client remains at all times solely responsible and liable for all third-party claims. MFAD will, where possible, exercise its right of recourse.

Article 18 - Notice and Takedown

1. If and insofar as there is an infringement of the rights of MFAD or third parties and/or unlawful conduct by the Client, MFAD is entitled to immediately terminate that part of the service or exclude the Client from use. MFAD will immediately remove any infringing/harmful information. As a result, the Client may not be able to use MFAD’s service at all or only partially. Under no circumstances shall MFAD be liable for any damages of any kind incurred as a result of (temporarily) suspending the service and/or removing or transmitting data placed by the Client.

Article 19 - (Online) Marketing Services

1. MFAD does not guarantee any results regarding the provision of marketing services. MFAD only applies a certain strategy that has yielded results in the past. Neither can MFAD make any promises but will make efforts to obtain an improved position for the Client in Google or otherwise seek to achieve better visibility.
2. If MFAD sets up SEA for the Client, the budget is determined by the Client. If the Client wants more work done than is possible at the current rate, additional costs will need to be charged. Such services will be clearly and in writing set out. The Client may provide content and/or information for this purpose.
3. MFAD may provide SEO texts for the Client. MFAD uses its own approach and style for SEO services. If the Client agrees to the execution of SEO services by MFAD, the Client also agrees to the approach and texts adopted by MFAD. The Client must make further arrangements about this with MFAD.
4. The execution of SEO services also depends on the guidelines, rules, and policies of third parties such as Google. The services are carried out by MFAD taking into account the restrictions imposed by these third parties. If agreed, the Client must first approve before the advertising can be further drafted and/or posted.
5. The execution of SEO services also depends on the guidelines, rules, and policies of third parties such as Google. The services are carried out by MFAD taking into account the restrictions imposed by these third parties. If agreed, the Client must first approve before the advertisement can be further drafted and/or posted.

Article 20 - Social Media Management

1. As part of the services, MFAD may manage the Client’s social media accounts to improve the account, market position, brand awareness, or image (promotion). If it is agreed that MFAD will perform such social media management, the Client must provide full cooperation, as well as access to their website, account, and all required codes and login credentials upon the first request of MFAD, unless agreed otherwise.
2. The scope of the social media management extends only to what is explicitly agreed by the parties. MFAD will in principle post only the content provided by the Client or for which the Client has given explicit prior consent. MFAD will never post content without (prior) knowledge or approval from the Client. All content, changes (in layout), or other improvements by MFAD will be proposed to the Client to the extent that MFAD considers these changes to be in the interest of the Client.
3. The nature of the services means that any results to be achieved depend on various external factors that may influence the results, such as the quality and availability of software or services of third parties required for the execution of the service, including Google. External factors such as but not limited to algorithms, rules, guidelines, policies, technological developments, as well as human actions such as browsing behavior, may therefore affect the results and working methods of MFAD. MFAD will perform its work taking into consideration these factors and any changes thereof. The aforementioned provisions never give the Client grounds for termination of the Agreement or a right to compensation.
4. The execution of social media management is also always dependent on the human actions of third parties. As such, MFAD does not guarantee attaining a certain number of likes, new followers, views, etc. When posting Content for the Client, MFAD adheres to the user terms of the respective social media parties. The Client cannot claim any rights if, in any way, they suffer damages in respect to the practices and rules used by such social media parties.
5. If, in MFAD's opinion, the requested work exceeds its service offering, it is entitled to engage a third party for such work or to provide mediation between the Client and a third party for the execution of the services. This applies, among other things, to writing texts, designing logos, layouts, taking photos, and more.
6. Despite the agreed services from MFAD, the Client themselves always has an independent responsibility for the use of their social media account(s). If third-party licenses are needed for the use of social media or third-party intellectual property works (such as photos, videos, layouts), the Client must acquire these licenses and ensure the terms therein are strictly complied with.
7. Unless otherwise agreed, the Client is required to provide all content intended for Posts at least 1 week before such Posts are placed.
8. The execution of social media management may cause (temporary) interruptions or changes in the search position (ranking) on various social media channels regarding the Client's account, which does not justify a right to compensation for the Client.
9. For the execution of social media management, MFAD is at all times dependent on the availability and functionality of the relevant social media channels, as well as the guidelines, rules, and policies of these channels, and also the policy of third parties including Google. The services are therefore carried out within the limitations set by the relevant parties.
10. If the Client wishes to make interim changes to the social media account or has such changes made by third parties, they must first discuss this with MFAD before implementing these changes. The Client is themselves responsible for all consequences of changes or adjustments made at their own initiative that have not been explicitly approved by MFAD in advance or to which it has not otherwise agreed. Any harmful consequences due to the abovementioned changes or adjustments do not establish any liability for MFAD.

Article 21 - Photography and Film Works

1. Prior to the commencement of the assignment, the Client must inform MFAD in writing of all circumstances that are or may be relevant, including any points and priorities requiring the Client’s attention.
2. Photography, creating visual and film works is a matter of creativity and taste. If the Client agrees to the quotation, the Client also agrees to MFAD’s style and approach. MFAD is permitted to carry out the work at its own discretion and creativity, taking the wishes of the Client into account.
3. The execution of photographic work includes editing of photos, unless otherwise agreed.
4. If, for effective execution of the Agreement regarding photography and creating film works, MFAD is required to hire additional materials or space, or if the number of photos needs to be increased, or if it turns out afterward that more time is needed for editing, additional costs may be charged. MFAD will inform the Client of this in a timely manner.
5. MFAD may require the Client to make additional arrangements regarding the execution, costs, or duration of the assignment if, in MFAD’s opinion, weather conditions or other external factors hinder the effective execution of the Agreement. Such circumstances may give cause for additional work. Before such costs are charged to the Client, the Client’s consent is required.
6. The copyright in the works rests exclusively with MFAD, unless explicitly agreed otherwise. Permission for the Client to use a work is granted only in writing and in advance in the form of a license as determined by MFAD. With regard to the transferability of copyrights, acknowledgment on photographic work, or infringement of MFAD’s copyrights, Article 30 of these general terms and conditions applies.
7. If the Client requests ownership of the works, this can only be transferred with MFAD’s explicit consent, and additional costs will be charged. 
8. The Client may only receive photos approved and edited by MFAD. The Client has no right to ‘raw’, unedited photos.
9. All film material recorded by MFAD will, in principle, be kept for a period of 6 months. After this period, MFAD will destroy this film material, unless otherwise agreed. If the Client wishes to access film material after this period, they must make an adequate backup themselves. For this, MFAD is entitled to charge an additional fee to the Client.
10. If agreed, one or more voice-overs and/or other audio may be used. The parties must make further arrangements about the implementation thereof.
11. The Client must pay for music used in a film work. The Client is required to pay the fee for its use on time and in full to an organization such as Buma/Stemra, Stichting SYNC, SENA, or a similar organization. The Client has an independent obligation and responsibility to timely and correctly register and pay for the relevant music rights. MFAD is not responsible for determining the fee for music rights, unless the parties have explicitly agreed otherwise in writing.
12. MFAD will cooperate with the Client in arranging the payment for the music rights.
13. If MFAD is approached by the relevant organization to pay the fee for use of the music rights, MFAD will fully charge these costs to the Client. Should additional costs such as fines and/or administrative charges be invoiced by the organization, MFAD will also pass on these costs, as well as its own costs, on a one-to-one basis to the Client. The Client, in the exercise of profession or business, must also pay a fine to MFAD in the amount of 500 euros per violation.

Article 22 - Additional Work and Changes

1. If, during the execution of the Agreement, it appears that the Agreement must be adjusted, or if, at the request of the Client, further work is necessary to achieve the desired result, the Client is obliged to pay for this additional work at the agreed rate. MFAD is not obliged to comply with this request and may require the Client to enter into a separate Agreement for this purpose.
2. The Client may (have) make changes to the scope and/or content of the SaaS service. Any additional costs associated with this are the responsibility of the Client. The Client will be informed as soon as possible. If the Client disagrees, the Parties must consult with each other. The Client may only terminate the Agreement in writing, effective on the date the change takes effect, if the changes are not related to changes in relevant laws or regulations or if MFAD bears the costs of the change.

Article 23 - Prices and Payment

1. All prices are, in principle, exclusive of value-added tax (VAT), unless otherwise indicated.
2. MFAD provides its services in accordance with the agreed rate.
3. The Client is obliged to fully reimburse the costs of third parties engaged by MFAD with the Client’s approval, unless expressly agreed otherwise.
4. The parties may agree that the Client must pay an advance. If an advance is agreed, the Client must pay it in full before the execution of the service commences.
5. The Client cannot derive any rights or expectations from a previously issued budget, unless the Parties have expressly agreed otherwise.
6. MFAD is entitled to increase the applicable prices and rates annually in accordance with prevailing inflation rates. Other price changes during the Agreement are only possible if and insofar as they are expressly set out in the Agreement.
7. The Client must pay the invoice in one lump sum, without setoff or suspension, within the payment term stated on the invoice to the account number and details provided by MFAD.
8. In the event of liquidation, insolvency, bankruptcy, involuntary liquidation or request for payment against the Client, payment and all other obligations of the Client under the Agreement become immediately due.

Article 24 - Collection Policy

• All payment terms set by MFAD are strict deadlines. If the Client fails to comply with their payment obligation and has not complied within the stipulated payment term of 30 days, the Client is in default by operation of law.
• From the date the Client is in default, MFAD will, without further notice of default, claim statutory (commercial) interest from the first day of default until full payment is made, and compensation for extrajudicial costs in accordance with Article 6:96 of the Dutch Civil Code, to be calculated according to the scale from the Decree on compensation for extrajudicial collection costs of July 1, 2012.
• If MFAD has incurred more or higher costs that were reasonably necessary, these costs are eligible for reimbursement. Any judicial and enforcement costs incurred are also for the Client’s account.

Article 25 - Privacy, Data Processing, and Security

1. MFAD handles the (personal) data of the Client and the Client’s customers on the website carefully and will only use them in accordance with the privacy statement. If requested, MFAD will inform the data subject about this.
2. The Client is responsible for processing data using an MFAD Service. The Client also warrants that the content of the data is not unlawful and does not infringe on the rights of any third party. In this context, the Client indemnifies MFAD against any (legal) claim related to this data or the execution of the Agreement.
3. If, on the basis of the Agreement, MFAD is required to provide for information security, this security will comply with the agreed specifications and a security level that, considering the state of technology, the sensitivity of the data, and the associated costs, is not unreasonable.
4. The parties must act in accordance with the General Data Protection Regulation and comply with the resulting obligations as well as other applicable laws and regulations. The parties must conclude a processing agreement for this purpose.
5. The Client has obligations towards third parties under the General Data Protection Regulation. This includes, but is not limited to, the obligation to provide information, grant access, correct, and remove personal data of data subjects. The Client is solely and fully responsible for the correct fulfillment of these obligations. MFAD is, with respect to this personal data, the “Processor” within the meaning of the GDPR. MFAD will provide support as far as technically possible.

Article 26 - Suspension

1. MFAD has the right to retain received or created data, data files, software, and more if the Client has not yet fully met their payment obligations, even if it would otherwise be obliged to do so if paid.
2. MFAD has the authority to suspend the fulfillment of its obligations as soon as the Client is in default in fulfilling any obligation arising from the Agreement, including late payment of its invoices. Suspension will be promptly confirmed to the Client in writing. In such case, MFAD is not liable for damages in any form as a consequence of suspending its services.

Article 27 - Force Majeure

1. MFAD is not liable if, due to a force majeure situation, it cannot fulfill its obligations under the Agreement.
2. Force majeure on the part of MFAD in any case includes, but is not limited to: (i) force majeure of MFAD’s suppliers, (ii) improper fulfillment of obligations by suppliers prescribed or recommended by the Client to MFAD, (iii) defects in goods, equipment, software or materials from third parties, (iv) government measures, (v) power failure, (vi) failure of internet, data network, and telecommunications facilities (for example, due to cybercrime, hacking, and DDoS attacks), (vii) natural disasters, (viii) war and terrorist attacks, (ix) general transportation problems, and (x) other situations beyond the control of MFAD that temporarily or permanently prevent the fulfillment of its obligations, according to MFAD’s judgment.
3. If a force majeure situation lasts more than two months, the Agreement may be dissolved in writing by either Party. If any performances have already taken place on the basis of the Agreement, settlement will be made proportionally, without any party owing anything to each other.
4. If, at the time force majeure arises, MFAD has already partially fulfilled its obligations, or can only partially fulfill its obligations, it is entitled to invoice the already delivered or deliverable part separately and the Client is obliged to pay this invoice. However, this does not apply if the already delivered or deliverable part has no independent value.

Article 28 - Limitation of Liability

1. If there is an attributable shortcoming by MFAD, MFAD is only obliged to pay damages if the Client has given MFAD notice of default within 14 days after discovering the shortcoming, and MFAD then fails to remedy this shortcoming within a reasonable period as stated in the notice of default. The notice of default must be submitted in writing and include such a precise description of the shortcoming or defect that MFAD is able to respond adequately.
2. If the provision of Services by MFAD leads to liability, such liability is limited to the fees charged for the (SaaS) service (but for a maximum period of 6 months preceding the notice of default) with respect to direct damages. Direct damages are defined as: reasonable costs incurred to prevent or limit direct damage, determining the cause of the damage, direct damage, liability and means of recovery as well as the costs of emergency measures.
3. MFAD is not liable for consequential damages, indirect damages, business damages, lost profits and/or losses suffered, missed savings, damage due to business interruption and damage resulting from the use of services provided by MFAD, damage due to loss of data, damage due to exceeding delivery times, delay damages, and interest damages.
4. MFAD is not liable for damage that results from or may be caused by any act or omission in response to (incomplete and/or incorrect) information on the website or that of linked websites.
5. MFAD is not responsible for errors and/or irregularities in the functionality of the website, failures, or for any reason not being available.
6. MFAD’s liability for (the functioning of) third-party plugins is excluded. Furthermore, MFAD is not responsible for damage resulting from, or related to, changes or work done to or on the MFAD website without MFAD’s express permission.
7. The Client is responsible for the proper security of their own computer, password security, and more. In no event is MFAD liable.
8. MFAD does not guarantee the proper and complete transfer of content of and by/on behalf of MFAD sent emails, nor their timely receipt.
9. The Client is responsible for the accuracy and completeness of the information and wishes provided with respect to the Agreement.
10. The Client shall indemnify MFAD against all claims by third parties due to a defect resulting from a service delivered by the Client to a third party, which also included services provided by MFAD, unless the Client can demonstrate that the damage was caused solely by MFAD's service.
11. Any work and/or advice delivered by MFAD, based on incomplete and/or incorrect information provided by the Client, is never grounds for MFAD’s liability.
12. The content of MFAD’s delivered advice is not binding and only advisory in nature. The Client decides independently and on his own responsibility whether to follow the proposals and advice mentioned therein. All consequences resulting from the implementation of the advice are at the Client’s account and risk. The Client is always free to make choices that differ from the (delivered) advice of MFAD. MFAD is not obliged to any form of refund in such case.
13. If a third party is engaged by or on behalf of the Client, MFAD is never liable for the actions and advice of the third party engaged by the Client or for processing results (from the advice drawn up) of the third party engaged by the Client in MFAD's own advice.
14. MFAD is not responsible for errors and/or irregularities in the functionality of the Client’s website or social media account and is not liable for disruptions or unavailability of the website or social media account for any reason. This also includes restrictions in availability or functionality due to unforeseen disruption or force majeure.
15. MFAD is furthermore not liable for damage resulting from or in connection with changes made to the Client’s social media account by the Client themselves or by third parties.
16. MFAD is not liable for defects occurring after updates and/or upgrades to social media channels.
17. If and insofar as the Client provides login details for their social media account or other login data, this is always at the Client’s own risk and expense.
18. If the Client makes or has changes or adjustments made to social media accounts, all consequences thereof are at the Client’s account and risk. Any consequences due to changes that have not been explicitly approved by MFAD in advance or to which MFAD has not otherwise explicitly agreed and any harmful consequences thereof do not establish any liability for MFAD.
19. All claims from the Client for shortcomings on the part of MFAD will lapse if not reported in writing and substantiated to MFAD. Any claim for compensation against MFAD must always be made in writing, but no later than one year after the Client was or could reasonably have been aware of the facts on which he bases his claims. The liability of MFAD ends in any case one year after termination of the Agreement between the Parties.

Article 29 - Confidentiality

1. MFAD and the Client agree to keep all (confidential) information obtained in the context of an Agreement confidential. Confidentiality arises from the Agreement or where one can reasonably expect the information to be confidential. The parties shall maintain strict confidentiality regarding all information they receive about or from each other. All information and data carriers belonging to the other Party are not made available to third parties and must remain strictly confidential, unless the other Party has given prior express written consent to do so.
2. The Client is required to keep all websites and other materials provided by MFAD secret, not to disclose them to third parties, or make them available for use, unless MFAD has expressly given permission for this.
3. If MFAD is required by law or a court ruling to provide confidential information to the law or a competent court or designated third party, and MFAD cannot invoke a right of nondisclosure, MFAD is not liable for damages and the Client is not entitled to dissolve the Agreement.
4. For the transfer or dissemination of information to third parties and/or publication of statements, advice, or productions provided by MFAD to third parties, the written permission of MFAD is required, unless such permission has been expressly agreed upon in advance. The Client shall indemnify MFAD against all claims from such third parties as a result of reliance on such information that has been distributed without the written permission of MFAD.
5. The obligation of confidentiality is also imposed on any third parties to be engaged by MFAD and the Client.

Article 30 - Intellectual Property Rights

1. All intellectual property rights of MFAD, including but not limited to websites, data files, software, equipment, and/or other materials provided to the Client, including but not limited to designs, analyses, reports, documentation and quotes as well as all preparatory materials thereof, rest exclusively with MFAD and/or third parties or suppliers if these rights already belonged to others than MFAD.
2. The Client is prohibited from disclosing and/or reproducing, modifying, or making available to third parties any documents and software to which MFAD’s IP rights and copyrights apply without MFAD’s express prior written consent and a monetary compensation agreed for this purpose. If the Client wishes to make changes to items delivered by MFAD, MFAD must expressly agree to the intended changes.
3. The Client is also prohibited from using the products to which MFAD’s intellectual property rights apply other than specified in the Agreement. The Client only acquires a non-exclusive, non-transferable right to use the website, unless expressly agreed otherwise.
4. The Client is also not permitted to alter or remove any indication concerning the confidential nature, copyright, trade names, trademarks, or any other intellectual property right from the website, documentation, and/or other materials.
5. The parties will inform each other and act together against any infringement of MFAD’s IP rights.
6. The Client indemnifies MFAD against third-party claims regarding (potential) infringements and/or claims of third parties concerning what is made available to the Client under the Agreement. The Client will inform MFAD without delay of such infringements and/or claims.
7. Any infringement by the Client of the IP rights (and copyrights) of MFAD will be penalized with a one-time fine of €10,000 (in words: ten thousand euros) and a fine of €500 (in words: five hundred euros) for each day the infringement continues.

Article 31 - Indemnification and Accuracy of Information

1. The Client is responsible for the accuracy, reliability, and completeness of all data, information, documents, and/or records, in whatever form, provided to MFAD under an Agreement, as well as for information obtained from third parties and provided to MFAD for the execution of the Service.
2. The Client indemnifies MFAD from any liability resulting from not or not timely meeting obligations regarding providing all correct, reliable, and complete data, information, documents, and/or records.
3. The Client indemnifies MFAD against all claims from the Client and third parties engaged by or working under them, as well as from the Client’s own clients, based on not (timely) obtaining possible grants and/or permissions required for execution of the Agreement.
4. The Client indemnifies MFAD against all claims from third parties arising from work performed for the Client, including but not limited to intellectual property rights to information and data provided by the Client that may be used in executing the Agreement and/or the Client’s actions or omissions towards third parties.
5. If the Client provides electronic files, software, or data carriers to MFAD, the Client guarantees that these are free from viruses and defects.

Article 32 - Complaints

1. If the Client is not satisfied with the service or products of MFAD or has other complaints about the implementation of the Agreement, the Client is required to report these complaints as soon as possible, but at the latest within 14 days after the cause leading to the complaint. Complaints may be reported verbally or in writing via info@marketing4aday.com with the subject “Complaint.”
2. The complaint must be adequately substantiated and/or explained by the Client for MFAD to process the complaint.
3. MFAD will respond as soon as possible, but no later than 14 days after receipt of the complaint.
4. The Parties will try to reach a solution together.

Article 33 - Applicable Law

1. Dutch law applies to the legal relationship between MFAD and the Client.
2. MFAD may unilaterally amend these general terms and conditions. The most current version can be found on the website.
3. All disputes arising from or in connection with the Agreement between MFAD and the Client will be settled by the competent court of the Midden-Nederland District Court, Gooi and Vechtstreek location, unless mandatory law stipulates another competent court.

Huizen, June 30, 2025.