General Terms and Conditions of Ten Holter Noordam advocaten

Ten Holter Noordam advocaten

1. Ten Holter Noordam advocaten is a partnership of private companies (Trade register No. 63040123). In these General Terms and Conditions the Contractor always refers to Ten Holter Noordam advocaten. The Client refers to the natural person or legal entity who commissioned the Contractor or an individual lawyer of the Contractor and/or for whom the Contractor or an individual lawyer conducts or conducted any work.

Commission and General Terms and Conditions

1. These General Terms and Conditions apply to any commission to have any work performed by or on behalf of the Contractor as well as all associated legal relationships. These General Terms and Conditions were also made for those who are employed by the Contractor.
2. Commissions are accepted and carried out by the Contractor. This also applies if it is the Client's intention that it must be executed by a certain person. Sections 404, 407 subsection 409 and 1680 of Book 7 of the Dutch Civil Code do not apply.

Performance of the commission

1. The Contractor ensures to respect the care of a good contractor with the execution of the commissions issued. The Contractor has a best endeavours obligation vis-à-vis its clients and does not guarantee that the intended result is achieved.
2. The performance of a commission by the Contractor shall only be for the benefit of the Client. No third party can derive any right either from any advice given by the Contractor or from any work performed by the Contractor, even when they can be designated as direct or indirect interested parties. The Contractor shall not accept any liability for work carried out for the Client vis-à-vis third parties, irrespective of the basis thereof.
3. The Contractor will be authorized to engage third parties for the performance of any commission, including litigators and bailiffs and, after consultation with the Client, experts and external advisers. The Contractor shall act with due care when contracting third parties.

Termination

1. The Client can also terminate its commission to the Contractor at any time, unless it is a commission for a fixed sum or if it otherwise appears that it was not the parties’ intention that the Client could terminate it.
2. The Contractor can only terminate a commission if the continuation of the handling of the case on reasonable grounds can no longer be required from it, or if the Client has a payment delay. Termination of a commission by the Client or by the Contractor will not have any consequences for the chargeability of the fee for the work performed by the Contractor and the costs incurred by it.

Fee, disbursements and advance payment

1. The invoice consists of a fee, disbursements and VAT.
2. The Client shall owe a fee to the Contractor in proportion to the number of hours worked, multiplied by the rate used by the Contractor, unless agreed otherwise. This hourly rate will be communicated to the Client with the order confirmation. The Contractor reserves the right to modify these rates annually. In case of special urgency the Contractor can multiply the rates for such emergency work with a factor of one-and-a-half.
3. Disbursements are all costs of third parties, such as court registration fees, accommodation costs, etc.
4. The Client will owe an advance payment to the Contractor on the fee it is entitled to. The advance payment can be settled by the Contractor with every invoice.

Invoices and suspension of the work

1. The Contractor normally bills once a month. Any complaint about an invoice must have been made within fourteen days of the invoice date, at the risk of forfeiting any right to compensation.
2. If the Client does not pay an advance invoice or (intermediate) invoice in a timely manner, or if to the Contractor's opinion the credit risk of the Client is considered to be too high, or if the continuity of the Client's operations is uncertain, the Contractor can suspend its work and/or terminate the commission after the Client has been notified of it in writing. The Contractor will not be liable for any damage that could occur as a result of suspension and/or termination of the work.
3. The Contractor has the right to settle any outstanding invoice with the monies it holds or maintains for the relevant Client for whatever reason.

Interest and collection costs

1. Except for a justified complaint, every invoice shall be paid within thirty days of the invoice date, in the absence whereof the Client will be in default without a notice of default being required and the statutory interest will be owed from the deadline for payment.
2. If the invoice is paid by a third party, this payment will be deemed to be a payment for and/or by the Client.
3. In case of collection measures, all judicial and extrajudicial costs reasonably incurred will also be owed by the Client. If the Client is a natural person, the Graduated Scale for Extrajudicial Collection Costs as published on www.rechtspraak.nl applies. If the Client is a legal person, including sole proprietorships and general partnerships, the extrajudicial collection costs are 15% on the principal sum with a minimum of EUR 45.

Third-party monies

1. Any monies the Contractor received for the Client will be transferred in the bank account of Stichting Beheer Derdengelden Ten Holter Noordam advocaten (hereinafter referred to as the Stichting [Foundation]).
2. Any interest the Stichting receives on these monies - if these were present in the account of the Stichting for more than eight days and after deduction of the bank costs incurred by the Stichting, if any, and a fee for the Stichting of ¼% of the deposited amount calculated on an annual basis - will accrue to the beneficiary/beneficiaries of the monies.
3. Any negative interest and bank and transaction costs due will be withheld by the Stichting on the monies held for the Client. The Stichting and the Contractor will not be liable for any errors by or insolvency of the bank holding the Stichting's bank account. The second, third and fourth sentence of this Article contain an irrevocable third party clause for the Stichting.

Liability

1. Any liability of the Contractor will be limited to the amount, including the deductible for the Contractor's account in connection with such insurance, that is paid in the relevant case under the applicable professional liability insurance of the Contractor. The members of the partnership, their respective companies, its directors and those who are working with the partnership, are not personally bound or liable.
2. If, for whatever reason, no insurance payment is made under the aforementioned insurance, the Contractor's liability will be limited to five times the fee invoiced by the Contractor to the Client for the relevant case in the calendar year in which the damage occurred, to a maximum of EUR 200,000.
3. Any engagement of third parties will always be for the Client's account. The Client authorizes the Contractor to accept any liability limitations of the third parties engaged by it (also) on behalf of the Client, without prior consultation with the Client. The Contractor shall not be liable for any shortcomings of such third parties.
4. Any liability vis-à-vis the Contractor will expire if proceedings are not submitted to the court within one year after the date on which the person concerned became aware or reasonably could have become aware of the existence of such liability.

Archiving

1. Once the case has ended, and upon the Client's request, all original documents from the Client that are present in the Client's dossier will be returned to the Client along with any legally binding documents, including authentic copies and decisions of authorized bodies. The remaining paper dossier will then be destroyed. The electronic dossier will be kept for seven years, after which it will be deleted or erased without informing the Client thereof.

Miscellaneous

1. The complaints procedure applies to any work performed by the Contractor's lawyers, as referred to on www.thna.nl. A copy of the complaints procedure will be sent to the Client upon first request
2. The Contractor's services are governed by Dutch law. The Court of Rotterdam will be competent with regard to a commission given to the Contractor.
3. The Contractor is obliged, as a consequence of the applicable regulations (including the Act on the prevention of money laundering and terrorist financing), to determine the identity of clients and to report unusual transactions to the authorities under certain circumstances.
4. These terms and conditions are available in Dutch and English. In case of a dispute on the content or purport of these General Terms and Conditions the Dutch text shall prevail.
5. The Contractor has the right to change or supplement these General Terms and Conditions. Any change and/or supplement shall bind the Client, however, only once the Client has been informed of it in writing.

version 1 February 2024