General Conditions
1. RELS B.V. (“RELS”) is a private company with limited liability. It trades under the name RELS.
2. These general terms and conditions are applicable to each agreement or to any other legal relationship between RELS and a client, pursuant to which RELS performs or will perform any work or services (the “Work”). These general terms and conditions are also applicable to additional assignments and follow-up assignments.
3. RELS will consider all instructions of clients to have been given exclusively to RELS even if the instructions are explicitly or implicitly intended to be carried out by a specific person. The applicability of Articles 404 and 407, paragraph 2, Book 7 of the Dutch Civil Code is explicitly excluded.
4. RELS will carry out an assignment exclusively for the benefit of the client. Third parties cannot derive any rights from the assignment and from the work performed either in the light thereof or otherwise.
5. The client agrees that, if RELS feels necessary, RELS will engage third parties to carry out the assignment. The expenses of such third parties (including translators, surveyors, printers, lawyers, tax advisors and notaries) shall be directly billed to the client, or, upon the request by RELS, paid directly by the client.
6. In the unlikely event that as a result of acting or failing to act an occurrence arises upon carrying out an assignment which leads to liability to clients and third parties on the part of RELS, this liability shall be limited at all times to the amount which will be actually paid to RELS in the case concerned under the professional liability insurance taken out by RELS.
7. If and insofar, for whatever reason, no payment takes place under the professional liability insurance taken out by RELS, any liability shall be limited to the amount of the fee that has been charged to the client in the file concerned by RELS up to a maximum amount of € 10,000.
8. The client is entitled to claim this limited amount from RELS only. Any action for damages against employees, lawyers or directors of RELS is excluded. This third-party clause has been stipulated for the benefit of the persons mentioned who will be able to rely on this provision at all times.
9. RELS will not be liable for possible shortcomings by third parties who have been engaged by RELS.
10. The client shall indemnify RELS against all claims by third parties arising from or in any way connected to the Work carried out for the client.
11. For the carrying out of an assignment, the client will owe RELS a fee plus disbursements and turnover tax. Unless agreed otherwise, the fee will be calculated on the basis of the number of hours worked, multiplied by hourly rate to be determined by RELS annually. RELS is entitled to adjust the hourly rates annually.
12. Unless agreed otherwise, RELS will send fee notes on a monthly basis, which reflects the amount of our fees and expenses attributable to the matter. At the option of a client, the invoice will be either generalized or reasonably detailed.
13. RELS is entitled to demand the client for an advance payment. This advance payment will set off against any outstanding or future invoices.
14. Invoices sent by RELS will always be immediately due and payable. However, RELS will grant a payment term of 14 calendar days.
15. In default of payment on time the client is obliged to pay the collection charges, which amount to at least 15 % of the outstanding invoice amount, to be increased with the applicable statutory interest on the total amount due.
16. All claims by the client against RELS will lapse six months after the Work to which the claim concerned relate has been carried out.
17. RELS is entitled to amend these general terms and conditions. The amended general terms and conditions shall be applicable to new and current agreements.
18. The legal relationship between RELS and the client is governed by Dutch law. Disputes shall be resolved exclusively by the competent court in Amsterdam.
Version March 2020