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Pole Position Agency, part of Common Grounds GroupGeneral Terms and Conditions – Design and MarketingExample of the General Terms and Conditions of Common Grounds Group B.V.Details may vary depending on the specific assignment.
Article 1 - Definitions
1.1 General Terms and Conditions: The general terms and conditions as amended from time to time.
1.2 Party 2: Any (legal) person who wishes to enter into or has entered into an agreement with Party 1.
1.3 Party 1: Common Grounds Group B.V., located in ‘s-Hertogenbosch.
1.4 Parties: Party 1 and Party 2 collectively.
1.5 Agreement: A document signed by both parties outlining the terms and conditions of the work to be performed by Party 1 and accepted by Party 2.Article 2 - Applicability2.1 These general terms and conditions apply to all (legal) acts, offers, assignments, services, etc., between the parties, even if they do not lead to or are unrelated to an agreement.
2.2 Unless explicitly agreed otherwise in writing, the applicability of other general terms and conditions is excluded.
2.3 Deviations from these terms and conditions are only valid if explicitly agreed upon in writing.
2.4 If a provision in these terms and conditions or an agreement is deemed null and void or invalidated, this does not affect the validity of the entire terms and conditions or agreement. The parties will consult to agree on a new provision to replace the invalidated one while maintaining the original intent as much as possible.Article 3 - Agreement and Termination3.1 An agreement is entered into for a period (to be determined) unless both parties have agreed otherwise in writing.
3.2 Termination of an agreement must be done via email to administration@commongroundsgroup.com or by registered mail, with a notice period of one (1) month, at the end of the agreed contract term. Upon expiry, the contract is automatically renewed for the same period.
3.3 A fixed-term agreement cannot be terminated prematurely unless explicitly agreed otherwise in writing by both parties.
3.4 For agreements of 12 months or longer, the work under the agreement may be suspended for a maximum of two (2) months at the request of the other party. After this period, Party 1 will resume the work.
3.5 Either party may immediately terminate the agreement in whole or in part in writing without notice if the other party is granted suspension of payments (whether temporary or not), if bankruptcy is filed, or if the company is liquidated or discontinued other than for the purpose of reconstruction or merger. Party 1 shall never be liable for a refund of received payments or compensation. If Party 1 goes bankrupt, the right to use the software provided to Party 2 automatically expires.Article 4 - Prices4.1 All prices are in euros and exclude VAT and other government-imposed levies unless otherwise agreed.
4.2 Party 1 reserves the right to apply an annual inflation correction.Article 5 - Payment5.1 Payments must be made to the bank account specified in the agreement. Invoices must be paid within ten (10) business days of the invoice date. Party 2 acknowledges that delays in payment may impact project timelines and milestones.
5.2 If Party 2 fails to meet payment obligations, all additional costs will be charged to Party 2. Additionally, a penalty of 10% of the total invoice value will be due as compensation for damage to Party 1’s reputation and relationship with production partners.
5.3 In the event of bankruptcy, liquidation, suspension of payments, or debt restructuring, Party 1’s claims against Party 2 and Party 2’s obligations to Party 1 become immediately due and payable.
5.4 Payments made by Party 2 are first applied to outstanding interest and costs, then to the oldest unpaid invoices, regardless of any payment reference provided by Party 2.
5.5 If Party 2 fails to fulfill payment obligations, Party 1 has the right to suspend or terminate its work where possible.Article 6 - Changes and Additional Work6.1 If Party 1 performs additional work beyond the agreed scope upon request from Party 2 or its own initiative (with prior written consent from Party 2), these services will be charged based on Party 1’s standard rates. Party 1 is not obliged to comply with such requests and may require a separate written agreement.
6.2 Party 2 acknowledges that additional work may impact agreed objectives and expectations.
6.3 If a fixed price was agreed upon, Party 1 will always provide prior written notice of the financial consequences of additional work.Article 7 - Execution7.1 Work begins once the first invoice payment is received. A website and/or marketing campaign will go live only after full payment is made.
7.2 Party 2 must provide all necessary data (e.g., FTP credentials, CMS login) in a timely manner. Failure to do so may result in a delay or suspension of services.
7.3 Party 1 will perform the agreement to the best of its knowledge and abilities but does not guarantee specific results.
7.4 If the agreement is executed in phases, Party 1 may suspend later phases until Party 2 has approved and/or paid for the preceding phase.Article 8 - Completion8.1 Agreed deadlines are indicative and not strict deadlines.
8.2 If Party 1 expects to exceed a deadline, it will notify Party 2 as soon as possible.Article 9 - Confidentiality9.1 Both parties must maintain confidentiality regarding all information obtained through the agreement.
9.2 Party 1 has the right to use Party 2’s name and logo as a reference.Article 10 - Intellectual Property10.1 All intellectual property rights related to the services provided remain with Party 1. Party 2 receives only the usage rights explicitly granted under these terms.
10.2 Party 2 may not reproduce or distribute received materials without prior written consent.
10.3 Party 1 retains the right to use acquired knowledge for other purposes, provided no confidential information from Party 2 is disclosed.Article 11 - Liability11.1 Party 1’s total liability is limited to direct damages, up to the agreed contract value, with a maximum of €200,000.
11.2 Indirect damages (e.g., lost profits, business disruption) are excluded unless caused by intent or gross negligence.Article 12 - Force Majeure12.1 Neither party is obliged to fulfill obligations if prevented by force majeure.
12.2 If a force majeure situation lasts over 90 days, both parties may terminate the agreement.Article 13 - Equipment & Software13.1 Party 2 is responsible for providing the necessary hardware and internet connection for Party 1’s services.Article 14 - Management14.1 Party 1 may modify technical aspects of its services without notice.
14.2 Party 2 must use the services responsibly and comply with all provided guidelines.Article 15 - Licensing15.1 The licensee may use the logo for digital assets (e.g., album covers, posters). Other uses require written approval.
15.2 Unauthorized use will result in financial penalties and revocation of the license.Article 16 - Transfer16.1 Neither party may transfer rights and obligations without prior written consent.Article 17 - Jurisdiction & Governing Law17.1 Dutch law applies to these terms.
17.2 Any disputes will be settled in the court of ‘s-Hertogenbosch, Netherlands.Pole Position Agency, part of Common Grounds GroupGeneral Terms and Conditions – Design and MarketingExample of the General Terms and Conditions of Common Grounds Group B.V.Details may vary depending on the specific assignment.Article 1 - Definitions1.1 General Terms and Conditions: The general terms and conditions as amended from time to time.
1.2 Party 2: Any (legal) person who wishes to enter into or has entered into an agreement with Party 1.
1.3 Party 1: Common Grounds Group B.V., located in ‘s-Hertogenbosch.
1.4 Parties: Party 1 and Party 2 collectively.
1.5 Agreement: A document signed by both parties outlining the terms and conditions of the work to be performed by Party 1 and accepted by Party 2.Article 2 - Applicability2.1 These general terms and conditions apply to all (legal) acts, offers, assignments, services, etc., between the parties, even if they do not lead to or are unrelated to an agreement.
2.2 Unless explicitly agreed otherwise in writing, the applicability of other general terms and conditions is excluded.
2.3 Deviations from these terms and conditions are only valid if explicitly agreed upon in writing.
2.4 If a provision in these terms and conditions or an agreement is deemed null and void or invalidated, this does not affect the validity of the entire terms and conditions or agreement. The parties will consult to agree on a new provision to replace the invalidated one while maintaining the original intent as much as possible.Article 3 - Agreement and Termination3.1 An agreement is entered into for a period (to be determined) unless both parties have agreed otherwise in writing.
3.2 Termination of an agreement must be done via email to administration@commongroundsgroup.com or by registered mail, with a notice period of one (1) month, at the end of the agreed contract term. Upon expiry, the contract is automatically renewed for the same period.
3.3 A fixed-term agreement cannot be terminated prematurely unless explicitly agreed otherwise in writing by both parties.
3.4 For agreements of 12 months or longer, the work under the agreement may be suspended for a maximum of two (2) months at the request of the other party. After this period, Party 1 will resume the work.
3.5 Either party may immediately terminate the agreement in whole or in part in writing without notice if the other party is granted suspension of payments (whether temporary or not), if bankruptcy is filed, or if the company is liquidated or discontinued other than for the purpose of reconstruction or merger. Party 1 shall never be liable for a refund of received payments or compensation. If Party 1 goes bankrupt, the right to use the software provided to Party 2 automatically expires.Article 4 - Prices4.1 All prices are in euros and exclude VAT and other government-imposed levies unless otherwise agreed.
4.2 Party 1 reserves the right to apply an annual inflation correction.Article 5 - Payment5.1 Payments must be made to the bank account specified in the agreement. Invoices must be paid within ten (10) business days of the invoice date. Party 2 acknowledges that delays in payment may impact project timelines and milestones.
5.2 If Party 2 fails to meet payment obligations, all additional costs will be charged to Party 2. Additionally, a penalty of 10% of the total invoice value will be due as compensation for damage to Party 1’s reputation and relationship with production partners.
5.3 In the event of bankruptcy, liquidation, suspension of payments, or debt restructuring, Party 1’s claims against Party 2 and Party 2’s obligations to Party 1 become immediately due and payable.
5.4 Payments made by Party 2 are first applied to outstanding interest and costs, then to the oldest unpaid invoices, regardless of any payment reference provided by Party 2.
5.5 If Party 2 fails to fulfill payment obligations, Party 1 has the right to suspend or terminate its work where possible.Article 6 - Changes and Additional Work6.1 If Party 1 performs additional work beyond the agreed scope upon request from Party 2 or its own initiative (with prior written consent from Party 2), these services will be charged based on Party 1’s standard rates. Party 1 is not obliged to comply with such requests and may require a separate written agreement.
6.2 Party 2 acknowledges that additional work may impact agreed objectives and expectations.
6.3 If a fixed price was agreed upon, Party 1 will always provide prior written notice of the financial consequences of additional work.Article 7 - Execution7.1 Work begins once the first invoice payment is received. A website and/or marketing campaign will go live only after full payment is made.
7.2 Party 2 must provide all necessary data (e.g., FTP credentials, CMS login) in a timely manner. Failure to do so may result in a delay or suspension of services.
7.3 Party 1 will perform the agreement to the best of its knowledge and abilities but does not guarantee specific results.
7.4 If the agreement is executed in phases, Party 1 may suspend later phases until Party 2 has approved and/or paid for the preceding phase.Article 8 - Completion8.1 Agreed deadlines are indicative and not strict deadlines.
8.2 If Party 1 expects to exceed a deadline, it will notify Party 2 as soon as possible.Article 9 - Confidentiality9.1 Both parties must maintain confidentiality regarding all information obtained through the agreement.
9.2 Party 1 has the right to use Party 2’s name and logo as a reference.Article 10 - Intellectual Property10.1 All intellectual property rights related to the services provided remain with Party 1. Party 2 receives only the usage rights explicitly granted under these terms.
10.2 Party 2 may not reproduce or distribute received materials without prior written consent.
10.3 Party 1 retains the right to use acquired knowledge for other purposes, provided no confidential information from Party 2 is disclosed.Article 11 - Liability11.1 Party 1’s total liability is limited to direct damages, up to the agreed contract value, with a maximum of €200,000.
11.2 Indirect damages (e.g., lost profits, business disruption) are excluded unless caused by intent or gross negligence.Article 12 - Force Majeure12.1 Neither party is obliged to fulfill obligations if prevented by force majeure.
12.2 If a force majeure situation lasts over 90 days, both parties may terminate the agreement.Article 13 - Equipment & Software13.1 Party 2 is responsible for providing the necessary hardware and internet connection for Party 1’s services.Article 14 - Management14.1 Party 1 may modify technical aspects of its services without notice.
14.2 Party 2 must use the services responsibly and comply with all provided guidelines.Article 15 - Licensing15.1 The licensee may use the logo for digital assets (e.g., album covers, posters). Other uses require written approval.
15.2 Unauthorized use will result in financial penalties and revocation of the license.Article 16 - Transfer16.1 Neither party may transfer rights and obligations without prior written consent.Article 17 - Jurisdiction & Governing Law17.1 Dutch law applies to these terms.
17.2 Any disputes will be settled in the court of ‘s-Hertogenbosch, Netherlands.