Terms of delivery
- Terms of Service Voice Over Generator
- General Terms and Conditions – Clients
Article 1 – Identity of Voicebooking.com B.V.
Voicebooking provides automated voices for commercial purposes in the broadest possible sense all around the world (the “Voice Over”). These Terms of Service apply to Voicebooking’s tool the Voice Over Generator (the “Service”). The Service allows you to create Voice Over’s any type of project, using all kinds of features such as different languages, types of voices, speed and pitch. You fill in the text for the Voice Over (the “Content”), apply different features and the Service provides you with the Voice Over.
“Voicebooking” means Voicebooking.com B.V., with its main office at Krijn Taconiskade 286, 1087 HW Amsterdam, the Netherlands, registered at the Dutch Chamber of Commerce under number 64486206.
Article 1 – Applicability and amendments
1.1 These Terms of Service represent an agreement between Voicebooking.com B.V. (“Voicebooking”, “we”, “us” or “our”) and you (“you” and “your”) when you use Voicebooking’s Service and features as described in these Terms of Service. By signing up for the Service you enter into an agreement with Voicebooking and accept these terms on the first occasion that you use Voicebooking and create your user account.
1.2 These Terms of Service supersede any and all prior oral and written quotations, terms, communication, agreements and understandings between you and Voicebooking.
1. 3 Voicebooking reserves the right to amend the Terms of Service from time to time. By continuing to use the Service you accept any change made to the Terms of Service. In case of material changes regarding the Service you have already paid for, you will be informed prior to the change when you use our Service and have the opportunity to cancel your subscription before the change enters into force. What constitutes a material change will be determined at our sole discretion. We will update the ‘version date’ at the top of our Terms of Service in case we make changes to the Terms of Service.
Article 2 – Account and registration
2.1 To use our Service you must register for an account and provide us with your details such as your full name, email address, possible company name and a password. When you create an account with Voicebooking, you guarantee that you are above the age of 18, and that the information you provide us is accurate, complete, and current at all times.
2.2 If you are under the age of 18, you need permission of your legal guardian to create an account with Voicebooking. When accepting these Terms of Service, you guarantee that you have permission from you legal guardian to do so.
2.3 You agree to accept responsibility for any and all activities or actions that occur under your account and/or password. You must notify us immediately upon becoming aware of any breach of security or unauthorized use of your account.
2.4 You shall always provide correct information and use your own and correct identity. Any use of information that does not belong to you or that you for other reasons are not authorized to use, or the use of the Service in a non-prescribed way, will be seen as a misuse. Any data relating to misuse or suspected misuse may be saved and used for future risk assessment and for the protection of involved parties.
Article 3 – Voice Over Generator
3.1 The Service allows you to upload Content. With different features it is possible to create the Voice Over of your choosing, such as language, type of voice, speed and pitch.
3.2 Voicebooking provides the possibility to upload Content to a maximum total capacity.
3.3 Voicebooking may change, terminate or expand the Service from time to time and reserves the right to limit access to or eliminate any features or functionality of the Service in our discretion.
Article 4 – Payment terms and subscription
4.1 The Service is provided on the basis of a monthly or yearly subscription, depending on the chosen subscription. Remuneration and any other charges you may incur in connection with your use of the Service will be charged by monthly or yearly direct debit.
4.2 Voicebooking reserves the right at any time to adjust the fee for the Service.
4.3 If you use a paid subscription of the Service, the initial subscription term starts once the fees due have been paid in full.
4.4 The payment method can be altered in the account settings of the Service.
4.5 Voicebooking reserves the right to suspend or cancel the Service to you if payment is not successfully settled, for example in case of insufficient funds, expiration of credit cards, changed payment details or otherwise.
4.6 The subscription period will be renewed automatically for the selected subscription period if you have not cancelled your subscription at least before the last day of your subscription.
4.7 In case of cancellation on your part, you will continue to have access to the Service until the end of your paid subscription period. You do not have any right to reimbursement of (part of) the subscription fee, unless local mandatory consumer law obliges to do so.
4.8 Upon cancellation or if payment is not successfully settled, your account will be deactivated after the end of your subscription period. You will then not have access to your personal data and any Content stored using our Service. You can reactivate your account in your account settings within four weeks after deactivation. Your subscription will then be renewed as from the day of reactivation.
4.9 In the event you do not reactivate your subscription within the term as set out in clause 4.8, any of your Content stored using our Service and any of your information may have been automatically and permanently deleted.
Article 5 – Use of Service
5.1 Voicebooking does not claim any ownership of the uploaded Content by you.
5.2 By using our Service you guarantee that you have all required permissions regarding the Content, including from copyright and other intellectual property right holders, to use and share the Content. You grant Voicebooking the right to store and distribute the Content in relation to the performance of the Service to you.
5.3 You are fully and solely responsible for any Content you use for the Service. We may sometimes review the Content to determine whether it is illegal or violates our policies or the Terms of Service, and we may remove or refuse to display Content. Your access to the Service may be restricted, limited, or filtered in accordance with applicable law, regulations and policies.
Article 6 – Restrictions and violation
6.1 Voicebooking has the right to remove any Content uploaded or shared by you if we are required by law, or believe it is offensive, inappropriate, unlawful, violating the rights of others, or otherwise objectionable or otherwise in violation of our Terms of Service. You are liable for any Content uploaded by you.
6.2 You agree not to, and not to allow third parties to use the Service for the following:
to violate, or encourage the violation of, the legal rights of others;
1. to engage in, promote, facilitate or encourage illegal activities;
2. for any unlawful, invasive, infringing, defamatory or fraudulent purpose (for example, this may include phishing, creating a pyramid scheme or mirroring a website);
3. to disable, interfere with or circumvent any aspect of the Service;
4. to interfere with the use of the Service, or the equipment used to provide the Service, by customers, or other authorized users;
5. to generate, distribute, publish or facilitate unsolicited mass email, promotions, advertisings or other solicitations.
Article 7 – Termination
7.1 You may stop using our Service at any time with or without notice.
7.2 Voicebooking may terminate or suspend your account on the Service and bar access to the Service immediately, without prior notice or liability, at our sole discretion, for any reason whatsoever and including, without limitation, in case of breach of any of the provisions in the Terms of Service and in case of inaccurate, incomplete, or obsolete information in your account.
7.3 All provisions of the Terms of Service which by their nature should survive termination shall survive termination, including, without limitation, intellectual property rights provisions, warranties, disclaimers, indemnity and limitations of liability.
Article 8 – Confidentiality
8.1 The Content shared by you by using our Service is treated confidentially. Other users of the Service do not have access to the Content you provide and/or upload for the use of the Service.
Article 9 – Intellectual property rights
9.1 All intellectual property rights and/or similar rights to (content and design of) Voicebooking’s website and the Service, including, but not limited to, copyright, trademark rights, patent rights, neighboring rights, performance protection rights, database rights, informational and/or commercial products, know-how, data files or other (preparatory) materials used within the Service, are vested in Voicebooking or its licensors.
9.2 If you upload, import or share Content to the Service, you grant Voicebooking a royalty-free right to use and display the Content for purposes of delivering the Service.
9.3 You are not allowed to:
(a) copy, modify, or create a derivative work of the Service;
(b) reverse engineer, decompile, translate, disassemble, or otherwise attempt to extract any/or all of the source code of the Service (except to the extent such restriction is expressly prohibited by applicable law);
(c) sell, resell, sublicense, transfer, or distribute the Service.
9.4 You will always respect and observe the good name and reputation of Voicebooking and ensure that the use of the Voicebooking websites and the Service will in no way prejudice any rights and/or the good name and reputation of Voicebooking and its licensors.
9.5 You may state publicly that you are a Voicebooking customer and display our brand features. We may use your name and brand features in online and offline promotion of the Service.
Article 10 – Privacy
Article 11 – Disclaimer
11.1 Your use of the Service is at your sole risk. The Service is provided on an “as is” and “as available” basis. The Service is provided without warranties of any kind, whether express or implied, including, but not limited to, implied warranties of merchantability, fitness for a particular purpose, non-infringement or performance.
11.2 Neither we nor our subsidiaries, affiliates, and our and/or their licensors do not warrant that
1. the Service will function uninterrupted, secure or available at any particular time or location;
2. any errors or defects will be corrected;
3. the Service is free of viruses or other harmful components; or
4. the results of using the Service will meet your requirements.
Article 12 – Liability, indemnity and warranty
12.1 Voicebooking is not liable for any claims related to the Content or your access of the Service. In no event shall we, our directors, employees, partners, agents, suppliers, or affiliates, be liable for any indirect, incidental, special, consequential or punitive damages, including without limitation, loss of profits, data, use, goodwill, or other intangible losses, resulting from
1. your access to or use of or inability to access or use the Service;
2. any conduct or content of any third party on the Service;
3. any content obtained from the Service; and
4. unauthorized access, use or alteration of your transmissions or Content, whether based on warranty, contract, tort (including negligence) or any other legal theory, whether or not we have been informed of the possibility of such damage, and even if a remedy set forth herein is found to have failed of its essential purpose.
12.2 To the extent permitted by law, the total liability of Voicebooking and its suppliers, for any claim under these Terms of Service, including for any implied warranties, is limited to the amount you paid us to use the Service.
12.3 You agree to defend, indemnify and hold us, our licensee and licensors, and their employees, contractors, agents, officers and directors, harmless from and against any and all claims, damages, obligations, losses, liabilities, costs (also relating to any third-party allegations) or debt, and expenses (including but not limited to attorney’s fees), resulting from or arising out of
1. your (mis)use and access of the Service, by you or any person using your account and password;
2. a breach of these Terms of Service; or
3. Content posted and/or uploaded on the Service.
12.4 You represent and warrant that:
1. The Content is yours and/or you have the right to use it and to grant us the rights as provided in these Terms of Service; and
2. that the posting of your Content on or through the Service does not violate the privacy rights, publicity rights, copyrights, contract rights or any other rights of any person or entity. We reserve the right, but do not have an obligation, to monitor and edit all Content you provide.
Article 13 – Miscellaneous
13.1 If any part of these Terms of Service is invalid, illegal or unenforceable, the rest of the Terms of Service will remain in effect. In such a case Voicebooking shall replace the invalid or unenforceable term(s), condition(s) or provision(s) with term(s), condition(s) or provision(s) that are binding yet deviating as little as possible from the invalid or unenforceable term(s), condition(s) or provision(s), also having regard to the purpose and scope of these Terms of Service.
13.2 All of our rights and obligations under our Terms of Service are freely assignable by us to any of our affiliates or in connection with a merger, acquisition, restructuring, or sale of assets, or by operation of law or otherwise, and we may transfer your information to any of our affiliates, successor entities, or new owner. In the event of such an assignment, these Terms of Service will continue to govern your relationship with such third-party.
13.3 You will not transfer any of your rights or obligations under our Terms of Service to anyone else without our prior written consent.
13.4 If we fail to enforce any of our Terms, it will not be considered a waiver.
Article 14 – Governing law and dispute resolution
14.1 These Terms of Service are governed only by the laws of the Netherlands.
14.2 All disputes arising out or in connection with these Terms of Service shall be referred exclusively to the competent court of Amsterdam, unless otherwise provided by a mandatory statutory provision.
Article 15 – Contact
Please consult our FAQ here or contact us at [email protected] in case you have any questions.
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The text was last updated Januari 6 2023.
Article 1 – Definitions
1.1. In these General Terms and Conditions, the following terms will have the following meanings:
General Terms and Conditions: these general terms and conditions, irrespective of the form in which they are communicated;
Audio Service: a service which Voicebooking offers to a Client through its Website;
IP Rights: all intellectual property rights and associated rights, such as copyrights, trademark rights, trade name rights, database rights and neighbouring rights, as well as know-how;
Client: the client of Voicebooking, as stated in the Agreement, who has instructed Voicebooking to provide an Audio Service for the purpose of a Production;
Contractor: the contractor who has concluded or will conclude an Agreement with Voicebooking under which they will provide the
Audio Service described in the Agreement for the purpose of a Production;
Agreement: the agreement between Voicebooking and the Contractor instructing the provision of an Audio Service, of which these General Terms and Conditions form an integral part;
Production: the Audio Service produced for the Client with the Contractor’s cooperation in the context of the Agreement;
Voicebooking.com: Voicebooking, having its registered office in (1087 HW) Amsterdam at Krijn Taconiskade 286, listed in the Trade Register of the Chamber of Commerce under number 64486206;
Website: the website voicebooking.com and all sub-pages.
Article 2 – Scope
2.1. These General Terms and Conditions apply to all quotations and offers issued by Voicebooking and to all current and future Agreements and other legal relationships.
2.2. Voicebooking reserves the right to amend these General Terms and Conditions and will notify the Contractor accordingly.
Article 3 – Offer, assignment and availability
3.1. All quotations and offers issued by Voicebooking are free of obligation, unless expressly agreed otherwise. Voicebooking may amend or withdraw the offer at any time. Voicebooking may still revoke an assignment immediately after an order.
3.2. The Contractor will have the option at all times to refuse a Production without having to state a valid reason for this refusal.
3.3. The Contractor will keep Voicebooking informed of their availability when Voicebooking so requests.
Article 4 -Assignment to Contractor
4.1. The Contractor will execute the assignment issued by Voicebooking with the due care befitting a good contractor. The Contractor will perform their activities independently and personally in accordance with the directions and instructions issued by Voicebooking and/or the Client.
4.2. If a deadline has been agreed, this deadline must be regarded as a final deadline. If the Contractor misses a deadline, the Contractor will be in default automatically, without any notice of default being required. Voicebooking is entitled to recover all losses it sustains as a result of the final deadline being missed from the Contractor.
4.3. The Agreement between Voicebooking and the Contractor is an agreement for services as referred to in Section 7:400 et seq. of the Dutch Civil Code (Burgerlijk Wetboek). There is expressly no employment relationship between Voicebooking and the Contractor. Consequently, Voicebooking will not deduct and remit any payroll tax and employee insurance contributions in relation to the fees owed to the Contractor under the Agreement.
4.4. If the Dutch Tax and Customs Administration, the Employee Insurance Agency (UWV) or a similar (foreign) authority takes the view that the Contractor must be regarded as an employee for wage tax or employee insurance purposes and Voicebooking must pay and/or remit wage tax, national insurance contributions and employee insurance contributions in this connection, including increases, fines, interest and costs, the Contractor will fully indemnify Voicebooking in this respect.
Article 5 – Production
5.1. The Contractor will produce the Production using their own material (such as a studio and a microphone) or at a location and/or in a manner designated by the Client, as indicated in the Agreement.
5.2. The Contractor will deliver the Production in the manner laid down in the Agreement, in accordance with the specifications agreed between Voicebooking and the Client, with which the Contractor is familiar. The Contractor will not be permitted to deviate from the instructions issued by the Client without the prior consent of Voicebooking and/or the Client. Where indicated by the Client, the Contractor will be free to flesh out the Audio Service as they see fit.
5.3. If Voicebooking and/or the Client should find that the Production is not in conformity with the Agreement, Voicebooking may opt – without prejudice to any of Voicebooking’s other rights – to:
a. terminate all or part of the Agreement with immediate effect;
b. offer the Contractor the opportunity to take all measures necessary to make the Production conform to the Agreement after all, which includes recording a re-take and making adjustments to the Production, at the Contractor’s expense;
c. take measures themselves (or arrange for this to be done) to make the Production conform to the Agreement at the Contractor’s expense, with a maximum of twice the fee which the Contractor was to receive.
5.4. Unless agreed otherwise, the Production will be deemed to be in conformity with the Agreement, if:
I. the Client puts the Production into operation;
II. a period of 30 days has elapsed since the Contractor delivered the Production to Voicebooking;
III. the Client was present (either physically or virtually) when the Contractor produced the Production and gave their approval; or
IV. the Contractor produced the Production at a location designated by the Client and the Client gave their approval.
Article 6 – Obligations of Voicebooking
6.1. Voicebooking will provide the Contractor, at the start of the assignment where necessary or otherwise as soon as possible thereafter, with the instructions which the Contractor needs in order to record the Production.
6.2. Voicebooking undertakes to fulfil its obligations as an intermediary arising from or relating to the Agreement with a reasonable degree of care. This involves a best-efforts obligation and not a result obligation.
6.3. Voicebooking will publish a profile of the Contractor on the Website. To this end, the Contractor will supply Voicebooking with a photograph, biography, audio clips and their availability for assignments.
6.4. Voicebooking will make every effort to ensure that the information on the Website is and remains accurate and complete. Voicebooking will be entitled at all times, without prior announcement and without becoming liable towards the Contractor or having to pay the latter compensation, to adjust and/or (temporarily) disable (the content of) the Website, including the Contractor’s profile.
Article 7 – Guarantees
7.1. The Contractor guarantees that:
a. they will act in accordance with these General Terms and Conditions, the Agreement and the applicable laws and regulations;
b. in executing the assignment, they will exercise all the care which Voicebooking may expect from a professional Contractor, and that their material and Production are of excellent quality in technical terms;
c. they will not harm the interests, reputation and/or good name of Voicebooking and/or the Client in any way.
Article 8 – IP Rights
8.1. All IP Rights concerning the instructions issued by Voicebooking and/or the Client, including but not limited to audio and/or video files, scripts, accompanying documentation and/or audio guides, will be vested in Voicebooking, the Client and/or the latter’s licensor(s). No part of these General Terms and Conditions entails a transfer of any IP Right to the Contractor.
8.2. Insofar as the performance of the activities by the Contractor (hereafter: “Work”) gives rise to IP Rights, these IP Rights will be vested exclusively in Voicebooking and/or the Client.
8.3. Insofar as any IP Rights concerning the Work do not accrue to Voicebooking pursuant to Paragraph 8.2, the Contractor undertakes to transfer these rights to Voicebooking when Voicebooking so requests, and where possible the Contractor hereby transfers these rights to Voicebooking, which transfer is hereby accepted by Voicebooking.
8.4. Insofar as any IP Rights concerning the Work are not transferable from the Contractor to Voicebooking, the Contractor hereby grants Voicebooking and/or the Client the exclusive, worldwide, perpetual, irrevocable, non-cancellable and sublicensable right to use these IP Rights in the widest possible sense, which right is hereby accepted by Voicebooking and/or the Client.
8.5. Both during the term of the Agreement and after its termination, the Contractor will, when Voicebooking so requests, perform all acts which are necessary for registering the IP Rights concerning the Work in the name of Voicebooking and/or the Client with every competent authority in the world.
8.6. If the Contractor is unable to lend the cooperation referred to in Paragraphs 8.3 and 8.5, the Contractor hereby grants Voicebooking irrevocable authorisation to represent the Contractor in respect of the transfer and registration of the IP Rights referred to in Paragraphs 8.3 and 8.5.
8.7. Insofar as any personality rights are vested in the Contractor, the Contractor – where this is permitted by law – hereby waives their personality rights, or at least will refrain from exercising their personality rights, including but not limited to the attribution right.
8.8. The Contractor grants Voicebooking their express, irrevocable and unconditional consent to use the Production for the purpose specified in the Agreement. Voicebooking is entitled to grant the Client consent to use the Production for the purpose specified in the Agreement, and to use the Production in all online communications of Voicebooking.
8.9. The Contractor will not be permitted to use the Production without the prior written consent of Voicebooking. If the Contractor fails to fulfil the obligations laid down in this clause, the Contractor will be liable to pay to Voicebooking an immediately due and payable penalty EUR 5,000 for each breach as well as EUR 1,000 for each day (including a part of a day) that the breach continues, without prejudice to Voicebooking’s right to claim full compensation from the Contractor.
Article 9 – Fee
9.1. Voicebooking will pay the Contractor a fee for the activities, as agreed in the Agreement.
9.2. All prices exclude VAT. Any other levies, bank and transport charges will be payable by the Contractor.
9.3. The Contractor agrees that Voicebooking will pay the fee within 60 days of receiving the invoice, unless agreed otherwise.
9.4. In the event of changes to (statutory) regulations, government measures and/or cost price factors (such as exchange rate fluctuations), which changes occurred between the formation of the Agreement and the performance of the activities, Voicebooking will have the right to adjust the agreed prices and/or to pass on the costs resulting from these changes to the Contractor.
Article 10 – Liability and indemnification
10.1. The activities performed by the Contractor in the context of these General Terms and Conditions are entirely at the Contractor’s expense and risk. Voicebooking will never be liable for (the result of) the Contractor’s activities.
10.2. Insofar as this is permitted by mandatory law, Voicebooking’s liability due to an imputable failure to fulfil its obligations, on account of an unlawful act or otherwise, will be limited to compensation of the direct losses sustained, up to the amount paid by Voicebooking to the Contractor for the Contractor’s activities. In any case, Voicebooking’s liability will never exceed the amount for which Voicebooking has taken out insurance.
10.3. Direct losses will only be:
a. reasonable costs which the Contractor would have to incur in order to make Voicebooking’s performance compliant with these General Terms and Conditions and/or the Agreement; however, such replacement losses will not be compensated if the Agreement is terminated by the Contractor or on the latter’s demand;
b. reasonable costs incurred to ascertain the cause and extent of the loss, insofar as the ascertaining relates to direct losses within the meaning of these General Terms and Conditions and/or the Agreement;
c. reasonable costs incurred to prevent or mitigate losses, insofar as the Contractor demonstrates that these costs resulted in mitigation of direct losses within the meaning of this General Terms and Conditions and/or the Agreement.
10.4. To remove all doubt: Voicebooking disclaims all liability for losses other than direct losses (“indirect losses”), including – but not limited to – consequential losses, data loss and/or damage, lost profit and sales, missed savings, reduced goodwill, losses due to business interruption and/or losses resulting from third-party claims.
10.5. The limitations referred to in the previous paragraphs of this article will cease to apply if and insofar as the loss is the result of wilful misconduct or deliberate recklessness on the part of the Voicebooking or its management (“own actions”).
10.6. Any right to compensation is subject to the condition that the Contractor reports the loss to Voicebooking in writing (which includes by email) as soon as possible after the loss occurred. Any claim for compensation against Voicebooking will expire by the mere lapse of six (6) months after the inception of the claim.
10.7. The Contractor indemnifies Voicebooking against all losses and costs, including – but not limited to – losses resulting from third-party claims, statutory commercial interest, lost profit, collection charges, penalties incurred and costs of legal assistance, which Voicebooking sustains or incurs on account of (i) an imputable failure on the Contractor’s part to comply with the General Terms and Conditions and/or the Agreement, (ii) any use of the Production, and/or (iii) an unlawful act on the Contractor’s part.
Article 11 – Confidentiality
11.1. The Contractor must maintain strict confidentiality in respect of all the information which they receive from Voicebooking in the context of the Agreement, including – but not limited to – audio and/or video files, scripts, accompanying documentation, audio guides, information about the Client and financial and/or technological information regarding Voicebooking. The Contractor may not disclose this information, unless they are obliged to do so by law, a court ruling or a competent authority. The Contractor will have to notify Voicebooking of this immediately in writing.
11.2. If the Contractor fails to fulfil the obligations laid down in this article, the Contractor will be liable to pay to Voicebooking an immediately due and payable penalty EUR 10,000 for each breach as well as EUR 1,000 for each day (including a part of a day) that the breach continues, without prejudice to Voicebooking’s right to claim full compensation from the Contractor.
Article 12 – Non-competition and non-solicitation
12.1. Without Voicebooking’s prior written consent, the Contractor will not be permitted during the term of the Agreement to contact the Client in any way outside the channels set up by Voicebooking.
12.2. Without Voicebooking’s prior written consent, the Contractor will not be permitted during the term of the Agreement and during a period of two (2) years after the termination of the Agreement:
a. to approach a Client directly or indirectly, either in the Contractor’s own interest or in the interest of third parties, in order to persuade this Client to terminate their relationship with Voicebooking or an affiliate of the latter in favour of a competitor or otherwise, and/or in order to perform an assignment directly for the Client.
12.3. If the Contractor fails to fulfil the obligations laid down in this article, the Contractor will be liable to pay to Voicebooking an immediately due and payable penalty EUR 5,000 for each breach as well as EUR 1,000 for each day (including a part of a day) that the breach continues, without prejudice to Voicebooking’s right to claim full compensation from the Contractor.
Article 13 – Termination
13.1. Without prejudice to the obligations in the context of a Production, the Contractor is entitled to give written notice of termination of the Agreement with effect from the end of a month, subject to a notice period of two (2) months.
13.2. Without prejudice to the obligations in the context of a Production, Voicebooking is entitled to give notice of termination of the Agreement with immediate effect, without having to state reasons and without this creating any right to compensation and/or other (financial) consideration.
13.3. Both Voicebooking and the Contractor will have the right to terminate the Agreement with immediate effect in the following circumstances:
a. a party has applied for or has been granted a moratorium;
b. a party has filed for bankruptcy or has been declared bankrupt;
c. a party has lost the power to dispose of its assets.
Article 14 – Miscellaneous
14.1. Voicebooking and the Contractor are independent parties which are not authorised to represent each other or to conclude agreements, issue guarantees or make promises on each other’s behalf.
14.2. Voicebooking may transfer these General Terms and Conditions, the Agreement and/or the rights and obligations arising from these General Terms and Conditions and/or the Agreement to third parties, or engage third parties to exercise its rights and/or obligations under these General Terms and Conditions and/or the Agreement.
14.3. The Contractor may not transfer the rights and obligations arising from the Agreement to third parties.
14.4. The Contractor’s general terms and conditions are expressly not applicable to these General Terms and Conditions and/or the Agreement.
14.5. Only Dutch law applies to these General Terms and Conditions and/or the Agreement.
14.6. Insofar as not dictated otherwise by mandatory national or international legal rules, any and all disputes arising from or relating to these General Terms and Conditions and/or the Agreement will be submitted exclusively to the competent court of Amsterdam.
General Terms and Conditions of Voicebooking.com
Voicebooking provides audio services for commercial purposes in the broadest possible sense all around the world. These General Terms and Conditions apply to all Agreements conducted between you and Voicebooking (the “Agreement”). Voicebooking offers several audio services which are performed by contractors (“Contractors”) executed at your wishes and will deliver this production (“Production”) as soon as possible.
“Voicebooking” means Voicebooking.com B.V., with its main office at Krijn Taconiskade 286, 1087 HW Amsterdam, the Netherlands, registered at the Dutch Chamber of Commerce under number 64486206.
Article 1 Applicability and amendments General
1.1 These General Terms and Conditions are applicable to all quotes and offers by Voicebooking.com (“Voicebooking”, “we”, “us” or “our”) and all Agreements concluded between Voicebooking and you (“you” and “your”) regarding the provision of services and/or products by Voicebooking and other legal relationships, unless otherwise agreed in writing. Voicebooking reserves the right to amend these general terms and conditions from time to time and will inform you thereof.
1.2 All offers and quotes by Voicebooking are without obligation, unless expressly agreed otherwise. Offers and periods stated may always be changed or revoked by Voicebooking. Offers and periods may also be revoked if our activities are deviating from what the you initially stated and from what is described in the Agreement.
Article 2 Prices
2.1 You owe the fees agreed in the Agreement.
2.2 All prices exclude VAT and other government levies, unless stated otherwise. We are at all times entitled to change our prices.
Article 3 Delivery and completion periods
3.1 The delivery and completion periods stated are not strict deadlines, unless you and Voicebooking have expressly agreed to a deadline. In the event of late delivery or completion, you must send us a written notice of default where you give us another 30 days to render the performance. The delivery or completion periods are set in the expectation that there are no unforeseen circumstances stopping Voicebooking from providing the services or Productions or starting the agreed work. If there are such unforeseen circumstances, we are entitled to change the delivery or completion periods without becoming liable or liable to pay compensation to you.
3.2 The stated delivery or completion periods only start after Voicebooking has confirmed the order to you in writing, which may also be by electronic means of communication (such as an e-mail or other electronic message).
3.3 Voicebooking is at all times entitled to refuse a Production. Any payments that you have provided for these Productions, will be reimbursed. Voicebooking and/or the Contractors cannot be held liable for any other compensation in such cases.
Article 4 Your obligations
4.1 You are obliged to make reasonable efforts so that Voicebooking can start and delivery your order and you must fully cooperate in this. This entails (but is not limited to) issuing all relevant instructions and other documentation such as relevant audio files, correct scripts, accompanying documentation, audio guides and tone-of-voice in the Voicebooking’s online briefing system. If you do not do this, you are fully liable for all delays and additional costs.
Article 5 Production
5.1 Minor deviations in the Production, such as voice sounds, sounds, recording level, duration, texts and scripts, are allowed and do not constitute grounds for rejecting a Production. This also applies to deviations that can only be evaluated subjectively.
5.2 Voicebooking does not guarantee that if a Production has to be redone, including in the event of a re-take, it will match the original.
5.3 Voicebooking will strives to deliver a quality Production.
5.4 Unless agreed otherwise, Voicebooking will deliver raw audio to you. That is to say, unprocessed audio, in which breathing, clicks, plops, etc. are audible.
Article 6 Rights of use
6.1 You only receive a personal, revocable, non-exclusive, non-sublicensable and non-transferable right to use the Production for the purpose and duration as stated in the Agreement. You may only use the Production delivered by Voicebooking for a different production type or for a new project/purpose if we have given prior written permission and by paying a financial compensation which (if necessary) shall be set in consultation with Voicebooking.
6.2 Voicebooking does not guarantee the following:
- i) that the Production is accessible at all times without interruptions, faults or failures;
- ii) that the Production will be transmitted without error or delay;
iii) that the Production is effective or that the use of the Production will lead to certain results; or
- iv) that the Production provided is correct, up to date and complete.
6.3 Voicebooking does not warrant that the Production is suitable for the actual and/or intended use.
6.4 Voicebooking is not responsible for errors in data transfer, failure or non-availability of computer, smartphone, tablet, data or telecommunication facilities, including the internet, or for making back-up copies of Productions.
6.5 Any use, replication or disclosure of the Production that falls outside scope of the
Agreement and the rights of use as stated in this article will constitute a breach of contract and an infringement of Voicebooking’s intellectual property rights.
Article 7 Changes to the Agreement
7.1 Any changes to the Agreement at your request (including, but not limited to, changes to the text, the recording methods, voice choices and tone-of-voice) are at your own expense.
7.2 Changes may result in Voicebooking adjusting the agreed delivery time.
7.3 If you cancel an assignment, costs already made by Voicebooking will be recovered from you.
Article 8 Shipping costs
8.1 Shipping methods are indicated by Voicebooking. If you wish to receive a shipment in a different way, e.g. by fast delivery or express delivery, the additional costs associated with this will be at your own expense.
Article 9 Acceptance
9.1 You are obliged to thoroughly inspect the Productions for defects immediately after delivery or completion of the Production. If any defects are found, inform us in writing about this without delay. By a defect we mean: the Production substantially does not meet the specifications agreed in the Agreement.
9.2 In the event of a defect as referred to in Article 9.1, you must request us, in writing or via electronic means, within 30 days after delivery of the Production to reproduce it (a re-take). The costs of the re-take shall be at your own expense, unless in the opinion of Voicebooking the Production does not meet the specifications agreed in the Agreement. This does not apply, when you were (fully or partly) physically or virtually present when the Production was being produced by means of a Creative control session, or if the Production took place at a location specified by you. In that case, the costs of the reproduction shall also be at the your own expense.
9.3 If, in accordance with Article 9.2, the Production proves to contain defects, you will inform us of this in writing where you state what the defects are. After we have received the Production in its original state, Voicebooking will evaluate the defects within a reasonable term. If necessary, we will modify or replace the Production and reoffer it to you for acceptance.
9.4 If you do not notify us of any defects within 30 days after the day of delivery or completion of the Production as stated in Article 9.2, it will be deemed to have been accepted by you. If you use the Production, the date on which you do will be considered the date of acceptance, unless you have notified us of the defects in writing (including by electronic means) before you use it, within the aforementioned period.
9.5 Changes that lead to higher costs will be charged to you.
9.6 In the event of disputes you must at all times be give Voicebooking the opportunity to resolve the dispute before you can claim damages or hold Voicebooking liable, or cancel the assignment or terminate the Agreement.
Article 10 Retention of title
10.1 As long as Voicebooking has not received full payment under the Agreement, the Production remains our property.
10.2 Voicebooking is entitled to claim back and take possession of the Productions if you do not meet your obligations, wind up your business, apply for or have been granted a moratorium of payments, are declared insolvent or if the Productions are attached.
Article 11 Liability
11.1 Voicebooking’s liability for an imputable failure (In Dutch: “toerekenbare tekortkoming”) to perform the Agreement, a wrongful act (In Dutch: “onrechtmatige daad”), or any other acts or omissions by Voicebooking, its employees or third parties engaged by it, including any failure to perform a guarantee obligation and/or obligation to indemnify as agreed with you, is at all times limited to the compensation of direct damage you suffered.
11.2 The total, cumulative liability of Voicebooking relating to direct damage (i.e. irrespective of the number of damage causing events during the term of the Agreement) is maximised at the invoice value excluding VAT paid by the you of the part of the Agreement from which the liability ensues, up to a maximum of EUR 10,000. Liability includes statutory liability for its employees and third parties engaged by it.
11.3 Direct damage is limited to the following:
- reasonable expenses that the you would have to incur to make Voicebooking’s performance conform to the Agreement, unless the Agreement is rescinded (in Dutch: “ontbonden”) by you;
- reasonable expenses you incurred to determine the cause and scope of the damage, for as far this relates to direct damage within the meaning of these general terms and conditions; and
- reasonable expenses incurred to prevent or mitigate damage, insofar as they relate to direct damage within the meaning of these general terms and conditions.
11.4 Voicebooking is not liable for damage other than direct damage as described in Article 11.2, including consequential loss arising from or in relation to the Agreement, including, without limitation, loss of profits, loss of turnover, loss of expected savings and other similar financial losses such as loss of goodwill or reputation or other incidental, indirect damage, or punitive or exemplary damages of any nature, irrespective of whether you informed us of such potential damage, damages or loss.
11.5 Voicebooking is not liable for any additional costs incurred by you outside the scope of the Agreement.
11.6 You are fully responsible for the correctness of the material to be supplied. Voicebooking is not liable for the ambiguity or incompleteness of the audio guides, videos, data and/or instructions you supplied in the broadest sense.
11.7 Voicebooking is not liable for damage to the your property. Voicebooking is not liable either for damage to or loss of documents and information made available for the performance of the Agreement.
Article 12 Intellectual property rights
12.1 All intellectual property rights and/or similar rights to the content delivered by Voicebooking, which include but are not copyrights, trade mark rights, patent rights, design rights, trade name rights, database rights, and neighbouring rights, as well as rights to knowhow to the Productions and other music, audio, sound effects, concepts, texts and text and voice proposals are vested in Voicebooking or its licensors. You only acquire a right of use as meant in Article 6.1.
12.2 You warrant us that the performance of the Production and the Agreement and the use by Voicebooking of the content you supplied (which includes but is not limited to the use of recordings of performances of musical works or other sounds, the text to be recorded or the audio or post-production of the audio delivered by Voicebooking) does not infringe any third party rights or intellectual property rights. You fully indemnify Voicebooking against all claims from third parties, including from the Voice-Over, because the Production or the use of it infringes third party rights or intellectual property rights and any other rights, or constitutes libel, slander, imitation (of celebrities).
12.3 If you breach the provisions in Articles 6.1, 12.1 and 12.2, you will be obliged to pay Voicebooking a penalty of EUR 5,000 for every act. This is apart from the right of Voicebooking to claim full damages.
12.4 You indemnify Voicebooking against all claims of third party relating to the payment for the performing rights and/or mechanical reproduction rights relating to the musical works and recordings of musical works you use or have used.
Article 13 Payment
13.1 Unless expressly agreed otherwise, invoices must be paid in advance. Voicebooking reserves the right to suspend performance of the Agreement until the payment is received. If we fail to collect, or if there is a non-acceptance of a Production, this does not affect your payment obligations under the Agreement.
13.2 You are obliged to inform Voicebooking without delay of any inaccuracies in the payment details you provided or stated.
13.3 You must pay invoices within the term stated on the invoice. If the invoice does not state a payment term, you will pay the amounts owing within thirty (30) days after the date of the invoice.
13.4 If you have not paid the invoices within the payment term stated in Article 1.3, we will send you one last reminder. After this, you will automatically be in default without any further notice of default or demand being required. In that case, Voicebooking will be entitled to:
- raise the invoice by the administrative fees, reminder fees and other costs incurred as a result of you exceeding the payment term;
- pass on the claim for collection. You shall be liable to pay, in addition to the payment of the principal sum, statutory commercial interest and administrative fees and reminder fees, all extrajudicial and any litigation costs, expressly in addition to any costs determined by law. The amount of the extrajudicial costs will be at least 15% of the principal sum;
- suspend the activities under the Agreement;
- terminate the Agreement immediately without the necessity of court proceedings, all this without prejudice to Voicebooking’s other rights.
13.5 The payment will be made in euros by bank transfer into a bank account designated by Voicebooking. Objections to the work or the amount of invoices submitted will not suspend your payment obligation.
Article 14 Duration and termination
14.1 The Agreement is concluded on the moment of the written or electronic confirmation and it ends by operation of law after acceptance of the Production as meant in Article 9. You may not terminate this Agreement early.
14.2 Voicebooking and you are both entitled to terminate this Agreement without court proceedings if the other party imputably fails to perform material obligations under the Agreement and this is not remedied within a reasonable term, after being given a proper written notice of default. Your payment obligations and all other obligations to cooperate are always deemed to be material obligations under the Agreement.
14.3 If you at the time of termination as meant in Article 14.2 already received performance under the Agreement, this performance and the corresponding payment obligation cannot be undone. Payments which were invoiced Voicebooking before the termination and the work has already been performed or delivered correctly under the Agreement, remain fully due as stated in this Article. These paryments will become immediately due and payable at the time of termination.
Article 15 Applicable law and competent court
15.1 These general terms and conditions are governed by Dutch law. Disputes between you and Voicebooking will be submitted to the competent court in Amsterdam.