General Terms and Conditions

Pro Branding (formerly Pro Label Agency)
Vredenburg 148, 3311 NJ Dordrecht, the Netherlands
Chamber of Commerce (KvK) number: 75479915
VAT number: NL002380409B06
Email: info@prolabelagency.nl | Website: https://probranding.nl

Last updated: 5 August 2026

Article 1 — Definitions

In these general terms and conditions (“Terms”), the following definitions apply:

  1. Agency: Pro Branding, a multimedia and graphic design agency established in Dordrecht, the Netherlands, operating under KvK number 75479915.
  2. Client: the natural person or legal entity that has engaged the Agency to perform Services, or to whom the Agency has made an offer to that effect.
  3. Agreement: any agreement between the Agency and the Client concerning the provision of Services.
  4. Services: all work performed by the Agency for the Client, including but not limited to graphic design, branding, illustration, photography, video production, 3D content, web design, motion design, copywriting and related creative or multimedia services.
  5. Work: any design, concept, deliverable, file or other work product created by the Agency in the context of an Agreement, whether in draft, intermediate or final form.
  6. Quotation: a written or emailed offer from the Agency to the Client describing the Services, price and delivery terms.
  7. In writing: communication by letter, email or another electronic medium, provided the identity of the sender and the integrity of the content can be reasonably established.

Article 2 — Applicability

  1. These Terms apply to all quotations, offers, Agreements and Services of the Agency, unless expressly agreed otherwise in writing.
  2. The applicability of any purchasing or other terms and conditions of the Client is expressly rejected.
  3. If any provision of these Terms is void or annulled, the remaining provisions remain in full force. The Agency will replace the void provision with a valid provision that most closely reflects the purpose and intent of the original.
  4. Deviations from these Terms are only valid if agreed in writing between the parties.

Article 3 — Quotations and formation of the Agreement

  1. All quotations by the Agency are without obligation and valid for 30 days from the date of issue, unless stated otherwise.
  2. An Agreement is formed at the moment the Client accepts the Quotation in writing, or at the moment the Agency starts performing the Services at the Client’s request.
  3. Quotations are based on the information provided by the Client. If this information proves to be incorrect or incomplete, the Agency may adjust the Quotation or pricing accordingly.
  4. Minor deviations in the final Work compared to what was shown in a proposal, mockup or sample (e.g. in colour, format or material) do not constitute a shortcoming on the part of the Agency.

Article 4 — Execution of the Agreement

  1. The Agency will perform the Services to the best of its knowledge and ability, in accordance with the standards of good workmanship applicable in the graphic design and multimedia industry.
  2. All obligations of the Agency are best-efforts obligations, unless and to the extent the Agency has explicitly guaranteed a specific result in writing.
  3. The Client must provide, in good time and in the form requested by the Agency, all information, materials, texts, images, brand assets and access that are reasonably necessary for the Agency to perform the Services.
  4. If the Client fails to provide the required information and materials in time, the Agency is entitled to suspend performance of the Agreement and to charge any resulting additional costs or delay to the Client.
  5. The Agency may engage third parties (e.g. freelance photographers, illustrators, developers or printers) in the performance of the Agreement.

Article 5 — Revisions and approval

  1. All revision rounds are time-tracked and billed on the basis of the actual time spent, at the Agency’s then-current hourly rate, unless a fixed price for a specific number of revision rounds has been explicitly agreed in writing in the Quotation.
  2. The Agency will keep a reasonable record of time spent on revisions and will make this available to the Client upon request.
  3. Revisions requested after the Client’s written approval of a design are treated, and billed, in the same manner as any other revision round under this article.
  4. The Client is responsible for carefully reviewing all concepts, drafts and proofs (including for spelling, factual accuracy and legal compliance) before giving final approval. The Agency is not liable for errors that were present in a design approved by the Client.

Article 6 — Fees and payment

  1. All prices quoted by the Agency are exclusive of VAT and any other government levies, unless stated otherwise.
  2. Invoices must be paid within 30 days of the invoice date, unless another payment term has been agreed in writing.
  3. If the Client fails to pay within the agreed term, the Client is in default by operation of law, without any notice of default being required, and owes statutory commercial interest (wettelijke handelsrente) on the outstanding amount from the due date.
  4. If the Client remains in default after being given notice of default, the Agency may charge extrajudicial collection costs in accordance with the Dutch Extrajudicial Collection Costs Act (Wet Incassokosten), with a minimum of €40.
  5. For larger projects, the Agency is entitled to invoice in instalments (e.g. an advance payment, an interim payment and a final payment upon delivery).
  6. The Agency is entitled to suspend performance of the Agreement if the Client fails to pay any due and payable invoice.

Article 7 — Delivery and delivery terms

  1. Delivery terms mentioned by the Agency are indicative and are not to be regarded as strict deadlines (fatale termijnen), unless expressly agreed otherwise in writing.
  2. Exceeding a delivery term does not, on its own, entitle the Client to compensation, dissolution of the Agreement, or non-performance of any obligation under the Agreement.
  3. Delivery terms are based on the assumption that the Client provides all requested information and materials, and gives feedback and approvals, in a timely manner. Delays caused by the Client extend the delivery term accordingly.

Article 8 — Intellectual property rights

  1. All intellectual property rights (including copyright) on Work created by the Agency remain vested in the Agency, unless expressly and in writing agreed otherwise, or transferred pursuant to this article.
  2. Unless otherwise agreed, upon full payment of all amounts due under the Agreement, the Agency grants the Client a non-exclusive, non-transferable licence to use the delivered Work for the purpose for which it was created.
  3. Full and exclusive transfer of copyright to the Client only takes place if this has been explicitly agreed in writing and for the price agreed for that purpose.
  4. The Agency retains the right to use the Work (including concepts, drafts and rejected designs) for its own promotion and portfolio, unless the Client has requested confidentiality in writing and the Agency has agreed to this.
  5. The Client indemnifies the Agency against any claims of third parties relating to material supplied by the Client (such as texts, images, logos or brand assets) that infringe third-party intellectual property or other rights.
  6. Source files (e.g. layered design files) remain the property of the Agency and are only provided to the Client if this has been explicitly agreed and (where applicable) separately priced.

Article 9 — Confidentiality

  1. Both parties undertake to keep confidential all information they receive from each other in the context of the Agreement, insofar as this information is marked as confidential or the receiving party reasonably should understand it to be confidential.
  2. This obligation continues after the end of the Agreement for as long as reasonably necessary to protect the confidential nature of the information.

Article 10 — Liability

  1. The liability of the Agency for damage resulting from an attributable shortcoming in the performance of the Agreement, or from an unlawful act, is limited to the amount paid out under the Agency’s professional/business liability insurance in the relevant case, plus the applicable deductible.
  2. If, for whatever reason, no payment is made under that insurance, the Agency’s liability is limited to the amount invoiced for the relevant Agreement (or, in the case of an ongoing agreement, the amount invoiced over the preceding three months), with a maximum of €10,000.
  3. The Agency is never liable for indirect damage, including but not limited to consequential damage, lost profit, missed savings, business interruption damage or reputational damage.
  4. The limitations of liability in this article do not apply if the damage is the result of intent or wilful recklessness (opzet of bewuste roekeloosheid) on the part of the Agency’s management.
  5. Any claim for damages against the Agency must be submitted in writing within 12 months of the Client becoming aware of the damage, on pain of forfeiture of the claim.

Article 11 — Force majeure

  1. The Agency is not obliged to fulfil any obligation towards the Client if it is prevented from doing so by a circumstance beyond its control (force majeure), including but not limited to illness of key personnel, IT and network failures, failures of suppliers or subcontractors, and government measures.
  2. During a period of force majeure, the parties’ obligations are suspended. If the force majeure situation lasts longer than 60 days, either party may dissolve the Agreement in writing, without any obligation to pay damages.

Article 12 — Duration and termination

  1. An Agreement for a specific project ends automatically upon completion and delivery of the agreed Work, subject to full payment.
  2. Agreements for continuous services (e.g. ongoing design retainers or marketplace management) are entered into for the period stated in the Quotation and are automatically renewed for the same period, unless terminated in writing with due observance of the agreed notice period (or, if none is agreed, one month).
  3. Either party may terminate the Agreement in writing with immediate effect if the other party is declared bankrupt, applies for suspension of payments, or otherwise loses the ability to freely manage its assets.
  4. Upon termination, the Client remains liable for payment of all Services already performed and costs already incurred.

Article 13 — Complaints

  1. Complaints about the Services or an invoice must be submitted to the Agency in writing within 14 days of delivery or the invoice date, with a clear and detailed description of the complaint.
  2. Submitting a complaint does not suspend the Client’s payment obligation.
  3. Complaints submitted after this period need not be considered by the Agency.

Article 14 — Personal data

The Agency processes personal data in accordance with applicable data protection legislation (GDPR/AVG) and its Privacy Statement, available at https://prolabelagency.nl.

Article 15 — Amendments

The Agency is entitled to amend these Terms. Amended Terms apply to new Agreements and, thirty days after notification, also to existing Agreements, unless the Client objects in writing within that period.

Article 16 — Applicable law and disputes

  1. All Agreements between the Agency and the Client are governed exclusively by Dutch law.
  2. Any disputes arising from or in connection with the Agreement will be submitted to the competent court in the district of Rotterdam, the Netherlands, unless mandatory law prescribes a different competent court.

Remaining defaults you may want to confirm or adjust: notice period for ongoing/retainer agreements (currently 1 month), and the liability cap if no insurance payout applies (currently €10,000).