Terms and Conditions

Article 1. Applicability of these conditions

  1. These conditions apply to every offer and every agreement between Adinda Bruining and a client to which Adinda Bruining has declared these conditions applicable, insofar as the parties have not expressly deviated from these conditions in writing. These conditions also apply to all agreements with Adinda Bruining where third parties must be involved.
  2. The applicability of any purchasing or other conditions of the client is explicitly rejected.

Article 2. Quotations

  1. The quotations made by Adinda Bruining are without obligation and are valid for 30 days from the date of the quotation, unless otherwise indicated. Adinda Bruining is only bound by the quotations if acceptance thereof by the client is confirmed in writing within 30 days.
  2. An agreement is concluded at the moment that the quotation or contract signed by the client for approval is received and accepted by Adinda Bruining, or when the client agrees to the quotation through a letter, email, or other form of written communication.
  3. Supplements to and modifications of the agreement can only be made by mutual consent.
  4. Adinda Bruining cannot be held to her quotations or offers if the client can reasonably understand that the quotations or offers, or any part thereof, contain an obvious mistake or clerical error.
  5. Prices are excluding VAT, unless stated otherwise.
  6. Categorized voice work mentioned in the quotation has a limited right of use as per article 11.

Article 3. Execution of the agreement

  1. Texts and/or instructions from the client are processed according to the specified copy or written instructions.
  2. Adinda Bruining will execute the agreement to the best of her insight and ability and in accordance with expected professional standards. Adinda Bruining does not guarantee suitability for the specific result intended by the client for the recording.
  3. To the extent necessary for proper execution of the agreement and not impeding it, Adinda Bruining has the right to have certain activities performed by third parties. Adinda Bruining will inform the client thereof in advance.
  4. The client ensures that all data, of which Adinda Bruining indicates that they are necessary or which the client should reasonably understand are necessary for the execution of the agreement, are provided to Adinda Bruining in a timely manner. If the necessary data for the execution of the agreement are not provided to Adinda Bruining on time, Adinda Bruining has the right to suspend the execution of the agreement and/or charge the client the additional costs resulting from the delay at the usual rates.
  5. Methods used to produce the final production remain the property of Adinda Bruining, unless provided by the client. Adinda Bruining is not obliged to retain these.
  6. Adinda Bruining is not liable for damages of any kind if Adinda Bruining has relied on incorrect and/or incomplete information provided by the client.

Article 4. Delivery period

  1. An indicated and/or agreed delivery period will always be pursued by Adinda Bruining, but the period is not binding.

Article 5. Additional Work

  1. The work includes only what has been agreed upon in writing between Adinda Bruining and the client. Additional work commissioned orally or in writing before, during, or after the execution of the work is eligible for additional invoicing.

Article 6. Amendment of the agreement

  1. If during the execution of the agreement it becomes necessary to amend or supplement the activities to be performed, parties will adjust the agreement accordingly in a timely manner and in mutual consultation. If the amendment or supplement to the agreement has financial and/or qualitative consequences, Adinda Bruining will inform the client thereof beforehand.
  2. If parties agree to amend or supplement the agreement, this may affect the completion time of the execution. Adinda Bruining will inform the client thereof as soon as possible.
  3. Changes in the original order of any kind (including in the text, place, or method of recording, etc.) made in writing or orally by or on behalf of the client, resulting in higher costs than could be expected from the price quotation, will be additionally invoiced to the client.
  4. If the client requests changes to the execution of the order after commissioning, these must be communicated to Adinda Bruining in a timely and written manner. If changes are communicated orally or by phone, the risk for the implementation of these changes lies with the client.
  5. Contrary to paragraph 1, Adinda Bruining will not charge additional costs if the change or addition is due to circumstances that can be attributed to Adinda Bruining.

Article 7. Artificial Intelligence

  1. The Client agrees not to use any recorded material from Adinda Bruining to simulate the voice or likeness, or to create a synthesized or “digital double” voice or likeness. This implies that the works may not be integrated into text-to-speech, artificial voice, or AI voice models, on any platform or medium, current or future.

Article 8. Cancellation

  1. Both parties may cancel the agreement in writing at any time. Cancellations by the client within 24 hours of the conclusion of the agreement will not be charged if no delivery, in whole or in part, or a demonstrable recording has taken place. The full rate is due for later cancellations.
  2. If the client cancels the order and/or refuses to accept the productions, the client is obligated to pay any costs incurred by Adinda Bruining with regard to third parties already engaged, at cost price, including wages and social charges, and is otherwise liable to Adinda Bruining for full compensation.
  3. Cancellation by Adinda Bruining due to important reasons, including force majeure, does not entitle the client to any compensation.

Article 9. Invoicing and Payment

  1. Payment must be made within 30 days of the invoice date, in the manner specified by Adinda Bruining in the currency in which it was invoiced, unless otherwise indicated in writing by Adinda Bruining. Adinda Bruining is entitled to invoice periodically.
  2. If the client defaults on timely payment of an invoice, the client is legally in default. The client will then owe an interest of 1% per month, unless the statutory interest is higher, in which case the statutory interest is due. Interest on the amount due will be calculated from the moment the client is in default until the moment of full payment of the amount owed.
  3. Adinda Bruining has the right to apply payments made by the client first to cover costs, then to cover due interest, and finally to cover the principal and current interest. Adinda Bruining may refuse an offer of payment without being in default if the client designates a different order for the allocation of the payment. Adinda Bruining may refuse full repayment of the principal sum if the outstanding and current interest and collection costs are not also paid by the client.
  4. The client is never entitled to set off any amount owed to Adinda Bruining. Objections to the amount of an invoice do not suspend the payment obligation. The client who is not entitled to invoke Section 6.5.3 (Articles 231 to 247 Book 6 BW) is also not entitled to suspend payment of an invoice for any other reason.
  5. If the client defaults or is in default in the (timely) performance of its obligations, all reasonable costs incurred to obtain satisfaction out of court are borne by the client. Extrajudicial costs are calculated according to the Dutch collection practice, currently the calculation method according to Report Voorwerk II. However, if Adinda Bruining has incurred higher costs for collection that were reasonably necessary, the actual costs incurred are eligible for reimbursement. Any judicial and execution costs incurred will also be charged to the client. The client is also liable for interest on the due collection costs.

Article 10. Retention of Title

  1. Adinda Bruining remains the full owner of the work delivered until the moment the client has fully met all its obligations under any agreement concluded with Adinda Bruining, including the payment of interest and costs, even regarding earlier or later deliveries and any work performed or to be performed on the products.

Article 11. Right of Use

  1. Upon delivery of voice recordings, the client is granted a non-exclusive right of use for the use of the recordings in the specifically agreed work or production. The client is not allowed to reproduce, disclose, or otherwise exploit the recordings other than as agreed, unless otherwise agreed upon.

Article 12. Applicable Law and Disputes

  1. All legal relationships to which Adinda Bruining is a party are exclusively governed by Dutch law, even if an obligation is wholly or partially performed abroad or if the parties involved in the legal relationship reside there. The court in the place of business of Adinda Bruining has exclusive jurisdiction to hear disputes, unless the law mandatorily prescribes otherwise. Nevertheless, Adinda Bruining has the right to submit the dispute to the court that has jurisdiction according to the law.

Article 13. Amendment, Interpretation, and Location of the Terms

  1. In case of interpretation of the content and scope of these general terms and conditions, the Dutch text thereof shall always prevail.
  2. The most recently deposited version shall always apply, or the version that applied at the time the legal relationship with Adinda Bruining was established.

Article 14. Liability

  1. If the client holds Adinda Bruining liable for damages suffered, such liability is limited to the invoice value of the order, or at least that part of the order to which the liability relates.
  2. Adinda Bruining is never liable for consequential damages.

Article 15. Force Majeure

  1. Force majeure, as understood in these general terms and conditions, in addition to what is understood in law and jurisprudence, includes all possible causes, foreseen or unforeseen, on which Adinda Bruining cannot exert any influence, but which prevent Adinda Bruining from fulfilling obligations. This includes illness, colds, or any such condition where the voice cannot be optimally utilized to deliver the reasonably expected quality. Adinda Bruining also has the right to invoke force majeure if the circumstance that prevents (further) performance occurs after Adinda Bruining should have fulfilled her commitment.
  2. During force majeure, Adinda Bruining’s obligations are suspended. If the period during which performance of obligations by Adinda Bruining due to force majeure is not possible exceeds 1 month, both parties are entitled to terminate the agreement without any obligation to pay damages in that case.
  3. If Adinda Bruining has already partially fulfilled her obligations at the onset of force majeure, or can only partially fulfill her obligations, Adinda Bruining is entitled to separately invoice the part already performed or performable, and the client is obliged to pay this invoice as if it were a separate contract. This does not apply if the part already performed or performable has no independent value.

Article 16. Communication

  1. All communication between Adinda Bruining and the client shall be in writing via email, unless otherwise agreed.

Article 17. Miscellaneous Provisions

  1. All personal data processed by Adinda Bruining shall be treated confidentially. Adinda Bruining’s privacy policy applies.
  2. Adinda Bruining reserves the right to amend or supplement these general terms and conditions.
  3. Additional or differing provisions from these general terms and conditions must be recorded in writing and are only valid if signed by both parties.