1.1 In these Conditions, the following terms have the following meanings:
A request made by the Client to the Artist for a Quotation;
“Quotation Request Process”:
The Quotation Request Process on the Website that the Client and the Artist can use to lay down an Agreement;
The Showbird account of the Artist and the password-protected page(s) that contain account information and account management functionalities. An Artist-specific unique username and password are linked to the Account;
The (group of) natural person(s) and/or legal person(s) responsible for the performance of one or more Act(s) offered on the website, and who have committed to the performance of an Act as the (joint) Contractor when an Act has been booked, also referred to with ‘you’ and ‘your’;
the manager of the Artist, who has been (legally) authorised to represent the Artist, and who can post Acts on the Website on your behalf;
The supplementary provisions agreed between the Artist and the Client, as included in the Agreement, concerning the nature of the agreed supply, such to include the size of the space, stage, changing room, electricity supply, noise level, catering, and technical specifications, all this in the broadest sense of the word;
Showbird is entitled to a fee for the provision of intermediary services in connection with the Agreement, as listed on the rate sheet of Showbird, which is subject to change. The Fee is inclusive of VAT;
“Conditions of Use”:
These conditions of use of Showbird;
The natural person and/or legal person who has registered as a Client on the Website by creating an Account and (where relevant) who wishes to conclude an Agreement with an Artist;
A price quotation issued by you in connection with a Quotation Request, which contains the offer for the duration of the Act, Price, Facilities, and other relevant information;
The act offered by you via the Website, namely an artistic performance, this in the broadest sense of the word;
The contract for services concluded between you and the Client, which details the Price, the duration of the Act, the location, Facilities, and other relevant information;
The total price including VAT and any relevant expenses that you and the Client have agreed for the performance of the Act under the terms of the Agreement.
Showbird B.V., whose principal place of business is at Laan van Vredenoord 25, 2289 DA Rijswijk, registered in the commercial register of the Chamber of Commerce under number 66778573;
The website that can be accessed via the internet at the address www.showbird.com, as well as (where relevant) other domain names and (web) applications associated with Showbird, all of which are exploited by Showbird.
2.1 These Conditions of Use are only applicable to the use of the Website, and therefore to those persons who have registered as an Artist on the Website. The Website is made available under the following conditions, and these conditions are therefore also applicable to all information and services that are provided and/or offered on or via this Website.
2.2 Derogations to these Conditions of Use are only valid if they have been expressly agreed beforehand in writing. Showbird reserves the right to change the Conditions of Use from time to time. You are bound at all times by the Conditions of Use that are published on the Website at any particular point in time. If you do not agree to the changed Conditions of Use, you can close and/or deactivate the Account.
2.3 The applicability of any (general) conditions used by you is hereby expressly excluded.
3. Content of the Website
3.1 Showbird will publish your Act on its Website in accordance with the information provided by you or on your behalf. You are allowed to post more than one Act on the Website. Showbird accepts no liability whatsoever for the content and/or accuracy of the information on its Website provided by you or on your behalf.
3.2 Showbird tries to publish all Acts in such a way on its Website that you and the Client are clear about what the rights and obligations of each party will be in the event of an acceptance of a Quotation. Therefore, no rights whatsoever can be derived from the content of the Website.
3.3 Showbird will not be a contract party in any Agreement concluded between you and the Client. You are the offerer of the Act, and will perform the Act under the Agreement at its own discretion and at its own risk.
4.1If you want to make use of certain parts of the Website, then you have to create an Account first by registering on the Website. Registration is carried out by filling in an online registration form on the Website. After registration, Showbird will send a computer-generated activation link to your e-mail address. The registration has to be confirmed by you within 24 hours using the activation link.
4.2 An Artist is allowed to complete the online registration form and to thereby authorise the Agent to manage the Account. In such cases, Showbird will send a computer-generated activation link to the e-mail address of the Agent. The registration has to be confirmed within 2 weeks using the activation link.
4.3 All the information you provide must be true, complete, and up-to-date, and Showbird will need your help to keep this information as up-to-date as possible. We hereby expressly refer to the code of conduct of Showbird, which is also applicable when you accept these Conditions of Use.
4.4 You can close and/or deactivate the Account any time you want by submitting a written request. After you send the aforementioned request, there will be a reflection period of 5 working days. You will then receive confirmation by email that your Account has been closed and/or deactivated. After you have closed and/or deactivated the Account, Showbird will not keep your personal details without your prior permission, unless Showbird is obligated to do so under any statutory regulations. Obligations under existing Agreements will continue to be legally valid and enforceable after the Account has been closed and/or deactivated.
4.5 Showbird has at all times the right to unilaterally deactivate and/or close your Account without any prior notification of the reasons for such. If and insofar as Showbird closes or has closed your Account, Showbird will inform you immediately about this by email. Obligations under existing Agreements will continue to be legally valid and enforceable after the Account has been closed and/or deactivated.
5. Formation of an Agreement
5.1 Via the Website, the Client can use the Quotation Request Process to send you a no obligation Quotation Request, a message about an Act, or to ask you about your availability on a certain date.
5.2 After the submission of a Quotation Request, we would like you to respond to the Quotation Request within eight hours, but no later than within 24 hours, via the Quotation Request Process. You can use the Quotation Request Process to send a no obligation Quotation to the Client or to refuse a Quotation Request.
5.3 You are obligated to report any inaccuracies or incompleteness in the information that has been provided to Showbird and the Client immediately.
5.4 As long as the Quotation has not been accepted by the Client, you have the right your to withdraw your Quotation, and to enter into an Agreement with another Client.
5.5 After acceptance of the Quotation by the Client, Showbird will send a computer-generated Agreement to you and the Client. An Agreement is only concluded as of the moment the Client accepts your Quotation via the Quotation Request Process on the Website, you and the Client have received an Agreement setting out your rights and obligations, and the payment of the Price has been approved by Showbird.
5.6 You are not allowed to use the Quotation Request Process to (exchange contact details with the Client in order to) conclude an agreement with the Client outside of Showbird.
5.7 By accepting these Conditions, you acknowledge that Showbird will only be acting as an intermediary, and therefore will not be a contract party to the Agreement with the Client. Showbird only facilitates the conclusion of Agreements between you and a Client through its Website. Showbird accepts no liability whatsoever in connection with or arising out of the performance of an Agreement.
6. Reflection period, dissolution
6.1 Because the agreement is concluded by electronic means, a statutory reflection period will apply, which means the Client will have the right to cancel the Agreement free of charge within 14 days after the electronic conclusion of such. The cancellation of the Agreement must be notified in writing by sending a message to this effect to the Client via the Quotation Request Process.
6.2 You have the right to cancel the Agreement free of charge no later than 2 weeks before the Act is due to take place on urgent grounds, such to include an opportunity to give a (live) television performance and demonstrable long-term illnesses.
6.3 You will have the right to dissolve the Agreement, without any further notice of default being required, if and insofar as the Client does not provide the Facilities, and/or does not provide the Facilities on time, on the condition the attributable shortcomings are of such a nature that this justifies a dissolution of the Agreement.
6.4If dissolution of the Agreement has taken place but the Artist is nonetheless still entitled to receive (a part of) the Price on account of such, then Showbird shall in turn be entitled to receive the Fee calculated over the Price that has been paid.
7. Price & payment
7.1 The Price quoted by you in the Quotation will the Price that will apply on the date when the Agreement is concluded.
7.2 The Price is inclusive of turnover tax (VAT) and any expenses. Unless otherwise is agreed, the Price will not include any other duties imposed by the government, such to include BUMA/Stemra royalties and/or the royalties to be paid to SENA.
7.3 Travel expenses and any other relevant expenses have to be included in the Quotation, and except in the event of a change in the location of the Act or other unforeseeable circumstances, the Client will not be charged separately for such.
7.4 By accepting these Conditions of Use, you authorise Showbird to accept the payment of the Price on your behalf.
7.5 Notwithstanding exceptions, Showbird will pay the Price under an Agreement, after deduction of the Fee, into the bank account designated by you within 48 hours after start of the Act. If the aforementioned final deadline falls in a weekend and/or a national public holiday, Showbird will carry out the payment on the next working day.
7.6 The amount to be paid by Showbird pursuant to article 7.5 of these Conditions of Use will of course be specified.
7.7 In light of the above, you are not allowed to receive cash and/or bank transfer payments from the Client in connection with an Agreement. If you act in contravention of this provision, Showbird will have the right to close and/or deactivate your Account immediately.
8. Content and use of the website
8.1 The contents of the Website have been compiled and updated with the utmost of care. Showbird will take the measures that it is expected to take under any relevant statutory regulations in order to protect and safeguard its systems, the (privacy-related) information issued to it, and the contents of the Website. Showbird cannot guarantee that the Website will always function without any errors or interruptions. Showbird will nonetheless make every effort to optimise the availability and accessibility of the Website.
8.2 By accepting these Conditions of Use, you declare that you are legally entitled to make use of the Website and to enter into agreements, and that you will act in accordance with these Conditions of Use. By accepting these Conditions of Use, you agree that the use of the Website will be for your own account and risk. Showbird gives no guarantee whatsoever concerning the results that can be achieved through the use of the Website, or concerning the accuracy and reliability of any information or service that is provided via the Website.
8.3 Showbird shall at all times have the right to take the Website off-line (for maintenance), and gives no guarantee whatsoever concerning the availability the Website. Showbird shall carry out any such maintenance as far as possible between 00:00 and 7:00 hours.
8.4 Showbird takes the protection of your data seriously and takes suitable measures to prevent misuse, loss, unauthorised access, undesirable publication, and unauthorized changing and/or use of your details.
8.5 The carrying out or organising any type of data mining, or the ‘scraping’, ‘crawling’, or ‘spidering’ of (data on) the Website, is prohibited, and can lead to the Account being closed and/or deactivated immediately.
8.6 Without prejudice to the other provisions of these Conditions of Use, it is not permitted:
(i)to (try to) bypass and/or to remove technical security measures on the Website, and/or to make this possible or to facilitate such for others;
(ii) to post content on, and/or to send content from, the Website which is unlawful, threatening, offensive, slanderous, vulgar, obscene, or profane, or any other type of objectionable conduct that would constitute an offence and/or a crime, which would constitute grounds for civil liability, or which contravenes any statutory regulations in any other way;
(iii) to use the Website in such a way that impairs its functionality and/or user-friendliness;
(iv)to spread, send, and/or upload any computer viruses or other harmful files or programs on the Website;
(v) to use the Website for the uploading, posting, or any other form of distribution of content that is protected by copyrights, trademark rights, or other property rights, without the express prior written consent of the owner of these rights. You will be liable for any damages arising out of an infringement of these rights;
(vi)to spread, upload, and/or to send any content on or via the Website for the purpose of generating publicity, promotions, and/or advertising, all this in the broadest sense of the word, without the prior written consent of Showbird.
8.6 Any actions in violation of this provision of the Conditions of Use will constitute grounds for Showbird to block (access to) the Account and/or to deactivate the Account with immediate effect, without prejudice to the right of Showbird to claim compensation in full for any damages suffered by Showbird.
9. Intellectual and industrial property rights
9.1 All intellectual property rights of Showbird, such to include but not limited to trademarks, logos, and other marks, used on this Website may be filed and/or registered. Any improper use of the Website can therefore result in the infringement of intellectual property rights.
9.2 You hereby give Showbird the right to make use of your intellectual property rights for direct and/or indirect commercial purposes, without Showbird owing a fee for such.
9.3 It is forbidden for you to download, copy, edit, or publish files, data, programmes and/or (other) content made available on the Website, or to directly and/or indirectly use such for commercial purposes, without the prior written permission of Showbird.
10. Liability and indemnity
10.1 If the Website contains references and/or hyperlinks to websites of third parties, then Showbird is not responsible and/or liable in any way whatsoever for the contents of these websites.
10.2 Showbird accepts no liability whatsoever for the correctness, completeness, quality, and currency of the information and/or data that is available and/or published on the Website. Any liability of Showbird for direct and indirect damages suffered by you due to the use of information and/or other data published on the website or its Quotation Request Process is therefore completely excluded.
10.3 Showbird is moreover not liable in the event the Website is not available and/or does not function (properly or completely).
10.4 You hereby indemnify Showbird against all damages and/or claims of third parties that arise in any way whatsoever out of and/or in connection with your use of the Website.
10.5 Showbird is not liable for damages, of any nature whatsoever, that arise because Showbird carried out its intermediary services based on inaccurate and/or incomplete information provided by you.
11. Force majeure
11.1 If Showbird cannot fulfil its obligations towards you due to a non-attributable shortcoming ("force majeure"), these obligations will be suspended for the duration of the force majeure.
11.2 Force majeure of Showbird means any independent circumstance beyond the control of Showbird as a result of which the fulfilment of (the relevant part of) its obligations towards you is prevented, delayed, or made economically impossible, and as a result of which the fulfilment of these obligations cannot reasonably be required of Showbird. Force majeure includes non-attributable shortcomings of suppliers of Showbird and if you are occupationally disabled due to sickness and/or an accident.
12. Transfer of rights
Without the prior permission of Showbird, it is forbidden for you to wholly or partially transfer any rights under the legal relationship with Showbird, or one or more obligations arising out of such, to third parties, or to arrange or allow third parties to exercise such in practice.
13. Complaints procedure
13.1 If you are not satisfied with the services we provide, Showbird is naturally disappointed, especially for you. If you have a complaint, let us know as quickly as possible. We will try to offer you a suitable solution within 2 weeks.
13.2 If your complaint has not led to a solution within 2 months, then you can submit your complaint to the Disputes Committee via the European ODR platform: http://ec.europa.eu/consumers/odr/. Showbird explicitly excludes the use of Alternative Dispute Resolution as referred to in EU Directive 2013/11.
14. Miscellaneous provisions
14.1If one or more provisions of a legal agreement applicable between you and Showbird, or of these Conditions of Use, is found to be null and void, the parties shall enter into consultations to agree new provisions to replace the null and void provisions, whereby the purpose and scope of the null and void provisions will be taken into account as far as possible.
14.2 These Conditions of Use are exclusively subject to Dutch law.
14.3 All disputes arising out of, or in connection with, these Conditions of Use shall be exclusively put before the competent court in The Hague.