HR & Company

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Getting people and organisations moving

Terms and conditions

Article A1. General
In these general terms and conditions, the following definitions shall apply:

a) the Client: the party issuing the contract;
b) the Contract: every agreement of HR & COMPANY B.V. to provide services to the client, as referred to in Article 7:400 onwards of the Civil Code.


Article A2. Applicability
These general terms and conditions apply to all offers, quotes and agreements in which services and/or goods of whatever nature are provided by HR & COMPANY B.V. insofar as the parties have not deviated from the contents of these general terms and conditions expressly and in writing.

These general terms and conditions also apply to all agreements with HR & COMPANY B.V. for work for which third parties need to be contracted.

The applicability of possible purchase or other terms and conditions of the client is expressly rejected.

If one or several of the provisions in these general terms and conditions is/are invalid or should become void, the remaining provisions of these general terms and conditions shall remain fully applicable. HR & COMPANY B.V. and the client will then enter into negotiations in order to agree on new provisions to replace the provisions that are invalid or void where, if and insofar as possible, the objectives and purpose of the original provision will be considered.

Article A3 Conclusion of the contract
The quote or order confirmation is based solely on the information provided for this purpose by the client, and the client will guarantee that all information that is essential for the purpose of the contract has been provided. In the quote or order confirmation, HR & COMPANY B.V. will give the best possible description of the contract.

The prices stated in quotes and order confirmations are exclusive of VAT and other government levies, as well as any costs incurred in the context of the agreement, including postage and administration costs, unless stated otherwise.

The agreement is formed by these general terms and conditions together with the signed quote or order confirmation returned by the client. The general terms and conditions are deposited at the Chamber of Commerce.

Article A4. Performance of the contract
All activities performed by HR & COMPANY B.V. shall be carried out to the best knowledge and ability in accordance with the requirements of good workmanship.

HR & COMPANY B.V. will perform the contract with professional independence. During the implementation, the client will be consulted on a regular basis regarding the state of affairs and the way in which the contract is being performed.

If the Agreement has been entered into with a view to performance by a specific person, the client will have the right to replace this person by one or several other people with the same qualifications at any time, after consulting the client.

If and insofar as a good implementation of the agreement requires it, HR & COMPANY B.V. has the right to contract third parties to perform certain activities.

If, at the request of the client, HR & COMPANY B.V. has performed activities or other tasks that fall outside the content and scope of the agreed services, the Client will pay HR & COMPANY B.V. for these additional activities or tasks according to the usual rates of HR & COMPANY B.V.. However, HR & COMPANY B.V. is not required to comply with such a request and may require a separate written agreement for this.

If, during the performance of the contract, it appears that it is necessary for the proper implementation to change or supplement the activities, the parties will change the agreement accordingly, in good time and following mutual discussion. If changes to the agreement affect the completion date of the performance, HR & COMPANY B.V. will notify the client of this in writing as soon as possible.

Article A5. Cooperation by the Client
The client shall ensure that all information which HR & COMPANY B.V. deems necessary or which the client should reasonably understand to be necessary for the correct performance of the contract, is provided to HR & COMPANY B.V. in good time.

The client will provide office space and other provisions and facilities that HR & COMPANY B.V. deems necessary or useful for performing the contract. The client will provide the above free of charge.

The client will ensure the timely availability of the client's employees involved in the activities.

The client indemnifies HR & COMPANY B.V. for any claims from third parties who may incur damages as a result of the performance of the contract and which are attributable to the client.

Article A6. Confidentiality
Unless there is a statutory provision, both parties are required to maintain the confidentiality of all confidential information that they have obtained from each other or from another source in the context of the agreement. Information is confidential if this has been specified by the other party or if this is clear from the nature of the information.

The duty of confidence also applies to any third parties contracted by HR & COMPANY B.V..

Article A7. Rates and charges
The rates and HR & COMPANY B.V.'s cost estimates based on these rates do not include the administrative charges and travel and accommodation costs. HR & COMPANY B.V. includes an estimate for these costs in the quotes.

All prices and rates are exclusive of VAT. The costs relating to third parties that are incurred for the contract by HR & COMPANY B.V. will be charged to the client, upon submission of invoices if required.

Article A8. Payment
Unless otherwise agreed, our services are charged to the client based on time spent and costs incurred. HR & COMPANY B.V. will send out an invoice one a month (1st day of the month).

Payment must be made by the client, without deductions, discounts or offsets, within 14 days after the invoice date.

If HR & COMPANY B.V. has not received payment 30 days after the date on which payment was due, the client must pay the statutory interest. HR & COMPANY B.V. will send the client one reminder to pay. If, following this notice, the client still fails to pay the amount(s) claimed, then the amount(s) claimed can be collected, in which case the client must pay the full amount of the extrajudicial and judicial costs in addition to the amount then due.

Article A9. Complaints and disputes
Agreements between the client and HR & COMPANY B.V. are governed by Dutch law. A complaint does not entitle the client to suspend his obligations, neither fully nor in part.

Article A10. Terms of delivery
Because the term of the contract can be affected by many factors, such as the quality of the information provided by the Client and the cooperation given, the terms within which the activities must be completed should only be considered as deadlines if this has been expressly agreed.

HR & COMPANY B.V. will make every effort to complete the work within the agreed schedule. Except in cases of intent or gross negligence of HR & COMPANY B.V., exceeding the delivery term does not entitle the client to dissolve the contract, fully or in part, nor does it entitle the client to compensation for any damages suffered.

Article A11 Amendment and termination of contracts
Should circumstances arise in the context of the contract that were not predicted at the start of the contract, then a solution will be sought in mutual consultation and in good coordination, such as an amendment to the contract for example.

If one of the parties is affected by a force majeure situation, they will immediately notify the other party of this. The parties will attempt to reach a reasonable solution.

The client and HR & COMPANY B.V. both have the right to terminate further continuation of the contract, if the originally agreed performance is considerably complicated or made impossible due to the change in circumstances. In the event of a premature termination, unless otherwise agreed, a written notice with a notice period of one month must be observed. Any activities completed up to that point will be paid as normal.

In this event, neither the client nor HR & COMPANY B.V. can claim any entitlement of any nature whatsoever. If the contract is continued, it will be amended and new terms and conditions will be added to the original contract and thus form a whole. If one of the parties is declared bankrupt, applies for a moratorium, goes into liquidation or is dissolved, the other has the right to terminate the contract without giving any notice or reasons.

Article A12. Liability
Should HR & COMPANY B.V. be liable, then this liability shall be limited to the provisions of these terms and conditions.

If HR & COMPANY B.V. is liable for direct damages, then this liability shall be limited to a maximum of the amount claimed until that point, or at least the part of the contract to which the liability relates.

HR & COMPANY B.V. will never be held liable for indirect damages, including consequential damages, loss of profits, loss of savings and damages due to business stagnation.

Article A13. Indemnities
The client indemnifies HR & COMPANY B.V. against claims made by third parties concerning intellectual property rights on the materials or information used by the client, which are used for the implementation of the agreement.

 

 

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