THE GENERAL TERMS, PAYMENT AND IMPLEMENTING CONDITIONS APPLICABLE TO THE LEGAL RELATIONSHIP BETWEEN THE CLIENT AND ELB INTERIM FINANCE MANAGEMENT + ACCOUNTANCY
ELB Interim Finance Management + Accountancy (Chamber of Commerce Den Haag 27269045) Van Zaeckstraat 49 2596 TR THE HAGUE
To be mentioned below: ELB
1. General
These general terms and conditions apply to all offers, activities, quotations and agreements whereby ELB provides services and / or products for the benefit of the client (s) and their legal successors. All offers and quotations are entirely without obligation and are valid for 30 days, unless stated otherwise and unless the offer or quotation is withdrawn before acceptance.
The agreement between ELB and the client is formed by the signing of the agreement by the parties, where these general terms and conditions form an inseparable part.
The issuing of an offer and the acceptance of the assignment takes place on the basis of the information provided by the client. Should new relevant and / or essential information become known to the client after the start of the agreement, this information will be sent to ELB without delay.
The client guarantees that all essential information for the execution of the work is provided. ELB shall perform the services to be provided by it to the best of its ability and in accordance with the requirements of good workmanship. ELB has a best effort obligation for this purpose.
Deviations from these general terms and conditions and / or the agreement are only valid if agreed in writing.
2. Terms and lead times
All periods and lead times specified by ELB will be taken into account as much as possible. However, ELB is not bound by terms that can no longer be met due to circumstances that occurred after entering into the agreement. ELB will not be liable for any damage caused in the event of exceeding deadlines, unless the exceedance is due to intent or gross negligence on the part of ELB.
In the event that the client does not or insufficiently fulfill its obligations as described in the agreement or otherwise required by ELB, ELB is entitled to suspend the performance of the agreement until the client fulfills its obligations.
3. Intellectual property rights and the granting of user rights
All intellectual rights relating to services and goods performed by ELB are vested in ELB.
4. Rates and costs
For all work to be performed by ELB on behalf of the client, this client owes a fee on the basis of subsequent calculation based on the usual rates and costs, unless expressly agreed otherwise in writing.
No interest costs are included in the fee and costs.
5. Payment terms
The Client will pay all fees owed by it within 30 days of the invoice date. All activities will be billed monthly by ELB, unless otherwise agreed in writing.
All amounts and costs owed by the client are denominated in Euros and will be increased by VAT and any other government levies. All amounts owed by the client will be paid by the client, without suspension or settlement, by transfer to the account indicated by ELB. After the due date, the client owes the legal interest, without notice of default being required.
If the client fails in the fulfillment of one or more of his obligations, all reasonable costs incurred in obtaining payment shall be for his account, both judicial and extrajudicial.
If the assignment is provided by more than one client, all clients are jointly and severally liable for the fulfillment of the obligations as indicated above, regardless of the ascription of the invoice or the agreement.
6. Termination or dissolution of the assignment
Parties can terminate the agreement unilaterally in the interim, if one of them is of the opinion that the execution of the order can no longer take place in accordance with the agreement and any agreements. This must be communicated to the other party in a motivated and written manner. ELB may use its authority to premature termination if, as a result of factors not attributable to it, completion of the assignment can not reasonably be required. If interim termination is proceeded at the request of the client, ELB is entitled to compensation due to the resulting loss of possession. When determining the extent of the loss, the average amount of the monthly declaration per month is the starting point.
In case of premature termination or in the event of termination, ELB is entitled to payment of the invoices for work done up to that time. In the event of premature termination or termination of the agreement, any prepaid amounts will not be refunded.
In the event that one of the parties becomes bankrupt, applies for suspension of payments or discontinues operations, the other party has the right to terminate the assignment without observing a notice period, subject to rights.
7. Confidentiality
Parties are obliged to maintain confidentiality of all information and data of the other party towards third parties. The parties will take all possible precautionary measures to protect the interests of the other party.
ELB reserves the right to use the name of the client for advertising and reference purposes.
8. Liability and indemnity
ELB is only liable for shortcomings attributable to it in the performance of the agreement, insofar as it appears explicitly from this article and also in so far as the care of a good contractor has not been taken into account.
The total liability of ELB for the damage caused by the shortcomings is limited to the value of the failed performance. ELB's liability is also limited to the amount of the fee received by ELB for its work under the contract. For assignments that have a longer turnaround time than a 1/4 year, a further limitation of the liability referred to here applies up to a maximum of the invoice amount over the last three months.
Any claims by the client as referred to above must be submitted in writing within the 30-day period, failing which the client will process his rights.
Liability for indirect or consequential damage, including loss of turnover or profit is excluded at all times. The client will at all times indemnify ELB against claims from third parties that are in any way connected with work performed by ELB on behalf of the client, unless the claim is the result of intent or gross negligence on the part of ELB.
9. Applicable law
All disputes which may arise as a result of the execution of the agreement or of further agreements, which may result from this, are Dutch law applicable and are settled by the civil court in Haarlem.
10. Changes
These conditions have been filed at the offices of the Chamber of Commerce in The Hague. Applicable is always the last deposited version or the version that applied at the time of the conclusion of the assignment..