General terms and conditions Dynamisch Bureau bv

Download the terms and conditions here

1. General

In these general terms and conditions, the following definitions apply:
1. Client: the natural person or legal entity that has commissioned Dynamisch Bureau bv, established in The Hague (hereinafter referred to as: the Contractor) to perform work.
2. Activities: all activities in the broadest sense of the word for which an order has been given, or which are or should be performed by the Contractor in the context of the assignment granted.
3. Documents: all goods made available to the Contractor by the Client, including documents or data carriers, as well as all goods produced by the Contractor in the context of the execution of the Assignment, including documents or data carriers.
4. Agreement: the contract for services and any other agreement by which the Contractor undertakes to perform work for the Client.

2. Applicability:

1. These general terms and conditions apply to all activities performed by the Contractor for the Client and to all agreements entered into by the Contractor within the framework of the performance of the activities referred to in Article 1.2.
2. These general terms and conditions have also been stipulated for the benefit of all those who are employed or not employed by the Contractor.
3. The applicability of any purchase or other terms and conditions of the Client is expressly rejected.
4. These general terms and conditions replace all previous general terms and conditions of the Contractor.
5. If the assignment (also) concerns an assignment to offer coaching supported by neurofeedback (neurotraining), then the General Terms and Conditions Neurotraining Dynamisch Bureau bv also apply in addition to the present terms and conditions. In the event that Neurotraining is offered, the person concerned (the person for whom the Neurotraining is given) is obliged to sign a Neurotraining Agreement in connection with the equipment that is given on loan by Dynamisch Bureau bv. By means of the Neurotraining Agreement, the General Terms and Conditions of Neurotraining Dynamisch Bureau bv are declared applicable and handed over to the person concerned.

3. Quotations and offers:

Quotations and offers from the Contractor are without obligation, unless explicitly stated otherwise. An agreement with the Contractor will only be concluded after the Client has approved the quotation or offer made by the Contractor in writing and returned it to the Contractor and has paid any specified down payment.

4. Commencement and duration of an agreement:

1. An agreement in response to an assignment given by the Client to the Contractor shall be entered into in writing for an indefinite period of time, unless it follows from the nature or purport of the assignment given to the Contractor that it is entered into for a definite period of time.
2. All assignments are deemed to have been given exclusively to and accepted by the Contractor. Assignments are accepted to the exclusion of the provisions of Articles 7:404, 7:407 paragraphs 2 and 7: 409 of the Dutch Civil Code;
3. The Contractor shall be free to prove the conclusion of the agreement by means other than the submission of a written agreement.

5. Client's details:

1. The Client is obliged to make available to the Contractor in a timely manner all information and documents which, in its opinion, the Contractor needs for the correct execution of the assignment granted, in the desired form and in the desired manner.
2. 0pContractor has the right to suspend the execution of its obligations under an agreement entered into until such time as the Client has fulfilled its obligations stated in the agreement.
3. If and to the extent requested by the Client, the documents made available to the Client will be returned to the Client or – at the Client’s discretion – destroyed.

6. Execution of the assignment:

1. The Contractor shall determine the manner in which the assignment or agreement is to be performed;
2. The client is aware that the contractor must comply with the rules of conduct and professional rules drawn up by Noloc, the association for career professionals, in the performance of its work.
3. The execution of the assignments is carried out exclusively for the benefit of the client. Third parties cannot derive any rights from (the performance of) the work performed for the client.
4. 0pClient has the right to have work that is part of the assignment or the agreement carried out by third parties. The Contractor will exercise due care when engaging third parties that do not belong to its own organisation and will consult with the Client on the selection of these third parties as much as reasonably possible.

7. Confidentiality and exclusivity:

1. The Contractor shall, subject to obligations imposed on it by law to disclose certain information, exercise as much confidentiality as possible towards third parties who are not involved in the execution of the assignment with regard to the information that became known to it in the performance of the assignment. In any case, this confidentiality concerns all information of a confidential nature that the Client has made available to the Contractor.
2. The (numerical) results of work performed after processing, working and research methods used and presentations to be given on the basis of these as well as (newly) developed working methods or products do not fall under this confidentiality arrangement, provided that they cannot be traced back to individual clients. The Contractor is entitled to use all this information for statistical or comparative purposes.
3. Except as provided in the previous paragraph, the Contractor is not entitled to use the confidential information made available to it by the Client for a purpose other than that for which it was obtained.

8. (Intellectual) Ownership:

1. The Contractor is and remains the owner of all goods and data produced by it in the execution of the assignment or agreement and reserves all rights with regard to products of the mind that it uses or has used in the context of the execution of the agreement with the Client, insofar as rights can exist or can be established in a legal sense with regard to those products.
2. Without the written consent of the Contractor, the Client is prohibited from reproducing, disclosing or exploiting these products, including reports, research instruments/tests, working methods, (model) contracts and other intellectual products, whether or not with the involvement of third parties.
3. The Client is not permitted to hand over aids of these products to third parties for the purpose of obtaining an expert opinion on the performance of the work by the Contractor. In that case, the Client will impose its obligations under this article on the third parties engaged by it.

9. Fee:

1. Before the commencement of the work and also in the interim, the Contractor has the right to suspend the performance of the work if the Client does not pay on time or in full, until such time as the Client has paid the agreed fee for the work to be performed to the Contractor.
2. The Contractor’s fee will be charged to the Client, including any VAT due prior to the commencement of the work.
3. If the client has signed a quotation, the agreements in the quotation in question apply.
4. In the event of an (intermature) termination of the assignment at the request of the client, the client is entitled to the full fee agreed for the assignment, even if the assignment has not yet been completed.

10. Payment:

1. Payment of the invoice amount by the Client must be made in Euros, within 30 days of the invoice date (‘due date’), by means of a credit to one of the Contractor’s office accounts, without the Client being entitled to any discount or set-off.

2. If the Client has not paid within the aforementioned period, or has not paid within the further agreed period, it will be in default by operation of law and the Contractor shall be entitled, without further demand or notice of default, to charge the Client the statutory interest as referred to in Article 6:119a of the Dutch Civil Code from the due date until the date of full payment, all this without prejudice to the other rights that the Contractor has. If the Client is a consumer, the statutory interest referred to in Article 6:119 of the Dutch Civil Code applies.
3. All costs incurred as a result of judicial or extrajudicial collection of the claim shall be borne by the client. In the event that the Client is not a consumer, the following applies: the extrajudicial costs are set at at least 15% of the amount to be claimed, with a minimum of € 200.00.- In the event that the Client is a consumer, the statutory regulation applies, namely: the extrajudicial costs are set at a) 15% of the amount of the principal amount of the claim on the first € 2500 of the claim with a minimum of € 40, b) 10% of the amount of the principal amount of the claim on the next €2500 of the claim, c) 5% of the amount of the principal amount of the claim on the next €5000 of the claim, d) 1% of the amount of the principal amount of the claim on the next €190,000 of the claim and e) 0.5% on the excess of the principal amount up to a maximum of €6775. Before costs are charged to the consumer, a letter is sent announcing the costs if the consumer has not paid within 14 days of receipt of the relevant letter.
4. The payments made by the client – whenever and however made – are deducted firstly from all interest and costs and secondly from the invoices that have been outstanding the longest.
5. In the event of a joint assignment, clients are jointly and severally liable for the payment of the invoice amount and other outstanding amounts, insofar as the work has been carried out on behalf of the joint clients.

11. Immediate Claimability:

1. The Contractor’s claim against the Client for payment for services rendered or to be delivered but already agreed upon shall be immediately due and payable without the need for further notice of default, in the event of bankruptcy or the business of the Client being or being applied for or pronounced, suspension of payment has been or will be applied for or granted, (total) attachment of the Client’s assets is levied, the client dies or the client’s company goes into liquidation or is dissolved.
2. In the cases referred to in the first paragraph of this article, the Contractor also has the right to terminate or suspend the agreement or the part thereof that has not yet been performed, and without any obligation on the part of the Contractor to pay any compensation or compensation to the Client, without notice of default or judicial intervention, without prejudice to the Contractor’s right to claim compensation for any damage caused to the Contractor as a result. should arise.

12. Liability:

1. The Contractor is not liable for damage of any nature whatsoever as a result of the Contractor relying on incorrect and/or incomplete information provided by the Client, unless this inaccuracy or incompleteness should have been known to the Contractor.
2. If the Contractor is liable, this liability shall be limited to what is provided for in this provision.
3. For all direct damage suffered by the Client and/or its client(s), in any way related to, or caused by, non-timely or improper execution of the assignment or partial assignment, the Contractor’s liability is limited to the amount for which the Contractor has insured itself with regard to the non-compliance, late or improper performance thereof and the insurer pays out, or if the Contractor has not taken out professional liability insurance or cover in respect of the assignment granted, up to a maximum amount equal to the sum of the (partial) assignment.
4. The Contractor shall never be liable for indirect damage, including consequential damage, loss of profit, missed savings and damage due to business interruption.
5. 0pCliente has the right at all times, if and to the extent possible, to limit or repair any damage suffered by the Client.
6. The Client indemnifies the Contractor against claims from third parties for damage caused by the Client providing the Contractor with incorrect or incomplete information, or due to non-compliance with (other) obligations of the Client under the Assignment.
7. The limitations of liability for direct damage included in this provision do not apply if the damage is attributable to intent or gross negligence on the part of the Contractor or its subordinates.

13. General Right of Suspension:

The Contractor is entitled to suspend the fulfilment of all its obligations, including the delivery of documents or other items to the Client or third parties, until such time as all due and payable claims against the Client have been paid in full.

14. Disputes, applicable law and choice of forum:

Dutch law applies to all agreements between the Client and the Contractor. The competent court is the District Court of The Hague.