Purchasing conditions Shotmaniacs

Shotmaniacs is an event media production company registered in Enschede, the Netherlands. Where these terms use ‘you’, ‘your’, ‘yours’, ‘supplier’ or similar, we mean the freelancer, supplier, intermediary or contact person with whom the engagement has been entered into or from whom a quote was obtained, or who performs the assignment on behalf of Shotmaniacs for our end client.

As supplier you deliver a product or service. We refer to this as ‘work’, ‘works’, ‘imagery’ or ‘content’.

Where these terms use ‘we’, ‘us’, ‘our’ or ‘Shotmaniacs’, we mean Shotmaniacs (Vennootschap Onder Firma, a Dutch general partnership), registered at Janninksweg 40 A, 7513 DL Enschede, and with the Dutch Chamber of Commerce under number 76740005.

Shotmaniacs is your client. Together we work for the ‘end client’, the party from whom Shotmaniacs received the assignment. Where this document speaks of the ‘end client’, we mean that party. Shotmaniacs and the end client together form the ‘parties’.

The ‘start of the assignment’ is the moment the planned production date begins. The ‘end of the assignment’ is reached when all works have been delivered and approved.

These purchasing conditions apply to all relations between you and the parties, including order confirmations, quotes, invoices and oral or written correspondence, including after termination of the collaboration.

The applicability of your own general or other terms is explicitly rejected. Deviations or additions to these purchasing conditions apply only when we have agreed to them in writing.

If one or more provisions are ever void or annulled, the remaining provisions remain fully applicable. We will then jointly agree a replacement provision that reflects the purpose and scope of the expired one.

Shotmaniacs offers you an assignment. Once we agree on date, time, location and price, the assignment is confirmed, we call this the “confirmation”, which is always done in writing.

Sometimes we issue an assignment as an “option”. This means we ask you to reserve the date in your calendar and to inform us in writing about any conflicts. An option is explicitly not yet a confirmation.

By accepting the assignment you assume full responsibility for the correct execution of the agreed work. You act as an independent contractor and perform the assignment according to your own judgement.

We may provide you with a briefing (written and/or oral) with instructions. We expect you to follow these as closely as possible.

You regularly work with other suppliers. We expect you to conduct yourself professionally and collegially and to make an effort to ensure smooth collaboration.

Work may be rejected when it does not reasonably meet the quality requirements or agreements. In that case one correction round is allowed, to be completed within five business days of receipt of feedback. If the correction is not successful, the agreed fee may be partially or wholly withheld.

Replacement of you as supplier by a third party is only possible with prior written approval from Shotmaniacs. You remain responsible for execution of the assignment and compliance with these terms. During the assignment, when working in the name of Shotmaniacs it is not permitted to take on or perform assignments for third parties without consultation.

It is not permitted to be under the influence of alcohol, drugs or other substances that could negatively affect performance or professional presentation during the assignment.

You comply with dress code requirements. Name mentions other than those of clothing manufacturers are not permitted to be visible. When a media shirt or other identifiable garment is provided for the assignment, you must wear it visibly for recognition by parties, staff, participants and visitors, and for your own safety and that of others.

You follow instructions and guidance from staff reasonably authorised to give them. You keep out of areas where you can reasonably be expected not to be.

Not following house rules is considered a shortcoming in performance of the assignment and may lead to withholding of the fee and invoicing of any damages.

You grant the parties a non-exclusive licence for an indefinite period to use the works you deliver for their own commercial purposes, unlimited and unrestricted in place, time and source.

The parties endeavour to credit you on publication but this is not guaranteed.

You warrant that you exclusively hold all rights in the works you transfer to us and indemnify Shotmaniacs against third-party claims.

It is not permitted to independently resell or distribute works. Arrangements for commercial third-party use of imagery are made by Shotmaniacs with the end client. Where Shotmaniacs successfully initiates a sale of imagery and a fee is paid to you, Shotmaniacs receives a 15% kickback fee on the amount paid to you.

By accepting the assignment you agree that for a period of two years after completion of the assignment you will not, without prior written consent, outside Shotmaniacs , directly or indirectly, for your own account or in the service of another, enter into an agreement with the end client or affiliated parties. It is also not permitted to approach these relations, advertise to them or solicit them with the apparent intention of entering into an agreement.

In case of breach, the supplier forfeits to Shotmaniacs an immediately payable penalty of [€5,000] per breach, plus [€750] for each day the breach continues, without prejudice to Shotmaniacs’ right to compensation for actual damages.

All fees are communicated exclusive of Dutch VAT. If no fee has been agreed, we apply a customary fee based on comparable assignments from the previous year or fees paid to other suppliers.

Additional costs (surcharges, expenses, extra work) are only invoiced when we have given prior written consent. Proof of costs incurred is provided as an attachment to the invoice.

It is not possible to offset any claims you may have against us against the fee owed to us.

The invoice is sent within twenty business days of delivery and complies with statutory requirements. Our payment term is 30 days from the invoice date.

Force majeure arises when unavoidable external causes make execution of the assignment impossible. Force majeure includes: strikes, delayed delivery by our suppliers, general electronic or internet outages, weather conditions and government measures.

In case of force majeure you may suspend execution. If this period lasts longer than two months, either party may dissolve the agreement without obligation to pay compensation or damages.

Our liability is limited to what is regulated in these purchasing conditions. We are not liable for damage arising from incorrect or incomplete information from your side, nor for loss, theft or damage to property, persons or typographical and spelling errors.

Our liability is limited to the amount our insurance pays out, or , if no insurance payout is made, to the amount invoiced to you over the last two calendar months of the (partial) assignment to which the liability relates.

Liability applies exclusively to direct damage and never to indirect damage, including consequential loss, lost profit, missed savings and damage from business interruption.

You must be sufficiently insured against risks arising from execution of the assignment, including damage to equipment from power failures and damage caused by audiences during preparation, execution and conclusion.

Certain work or equipment requires certificates, insurance or other documentation by law, such as drone operation, use of a cherry picker or similar situations. When accepting an assignment for which such papers or insurance are needed, you must hold them on a business basis.

You are responsible during and after the assignment for the processing of personal data. You must inform us and keep us informed of obligations that apply to the assignment.

You treat personal data received strictly confidentially and do not use it for other purposes. You comply with the General Data Protection Regulation (GDPR) and respect the rights of the individuals concerned.

You indemnify Shotmaniacs against third-party claims for damages resulting from the performance of your work. This indemnification also applies to intellectual property that may rest on material supplied or delivered by you.

You guarantee that information carriers, electronic files and software you provide are free of viruses and defects, and indemnify us against any damage resulting from their use.

Where the end assignment is dissolved by the end client, we endeavour to obtain a dissolution fee. This is distributed proportionally among the involved suppliers, after deducting the costs already incurred by Shotmaniacs.

When you cancel the assignment, outside a force majeure situation , within 31 days of the start, we charge 50% of the agreed fee to cover the ad-hoc replacement costs. Where replacement costs more than the withheld amount, the additional costs are invoiced.

All information, documents and goods we share with you concerning the assignment or the parties must remain confidential indefinitely. Documents and resources you receive remain the property of Shotmaniacs and must be returned after completion of the assignment.

You make no negative or damaging statements about the parties involved. When asked to comment on a party involved, you refuse unless otherwise agreed in writing with Shotmaniacs.

In case of breach of this article, the supplier forfeits to Shotmaniacs an immediately payable penalty of [€5,000] per breach, plus [€750] for each day the breach continues, without prejudice to Shotmaniacs’ right to compensation for actual damages.

We may suspend or terminate the agreement, without obligation to compensate, when:

• you fail to fulfil obligations under the agreement in whole, in part or on time;
• after conclusion it can reasonably be feared that you will not fulfil obligations due to circumstances arising later;
• there is misuse or improper use of resources supplied by us;
• the agreement conflicts with laws or regulations or could harm our reputation.

In these cases you are obliged to pay compensation and are liable for any damage that has arisen at our end. Upon termination, all our claims become immediately payable.

In case of liquidation, (application for) suspension of payments or bankruptcy, we may terminate or cancel the agreement immediately without payment of compensation.

We may amend these purchasing conditions. You will be informed of amendments as soon as possible. Until then, the most recently communicated purchasing conditions apply.

All legal relationships to which these purchasing conditions apply are governed by Dutch law. Disputes are submitted exclusively to the competent court in the Netherlands.