Terms and Conditions

Article 1 – Applicability

These general terms and conditions apply to any agreement of assignment or legal relationship between the sole proprietorship Quod Bonum run by Peter-Paul de Goeij (hereinafter referred to as: ‘Quod Bonum’) and a client (hereinafter referred to as: ‘client’) whereby Quod Bonum has to perform or has performed work.

Article 2 – Duty of care

In the performance of the work to be performed in connection with an assignment given, Quod Bonum will observe the care of a good contractor as much as reasonably possible. All agreements relate to best efforts obligations and never to result commitments. The client cannot hold any other natural person or legal person than Quod Bonum liable for compliance with the agreement or hold liable for damages. Third parties can not derive any rights from the work performed and the results thereof.

Article 3 – Third parties to be engaged

Quod Bonum is entitled to engage third parties in the execution of assignments, if and insofar as it deems necessary. Quod Bonum accepts no liability for any shortcomings of these third parties, nor for damage related thereto. By giving Quod Bonum an assignment, the client grants Quod Bonum the unrestricted authority, if a person engaged by Quod Bonum wishes to limit his liability, to accept this limitation of liability also on behalf of the client.

Article 4 – Electronic communication

When communication between the client and Quod Bonum takes place through the use of electronic techniques, including email and the internet, both parties will have to ensure the security thereof by using standard virus protection. Neither party is – if this is complied with – liable to the other party for damage in connection with transmitted viruses, including damage in connection with damage to data files to be transferred, damage to other files or data on the computer systems of the other party or costs for their rectification or repair. Messages are sent in non-encrypted form, unless the parties have explicitly agreed otherwise before sending. If, in his opinion, important messages have been sent to Quod Bonum by the client, he must verify whether these messages have reached the addressee at Quod Bonum on time and in undamaged condition. Quod Bonum takes all care that can reasonably be expected of it in the security of the data of the client and third parties. However, Quod Bonum is not liable for loss of data or unauthorised access to data that arises despite the care taken by Quod Bonum. Quod Bonum is also not liable for loss of data or unauthorised access that occurs during the transmission of data over public networks or when using networks and systems of third parties.

Article 5 – Confidential information

Quod Bonum will treat all information of the client confidentially, unless it must be reasonably assumed that this information is not confidential. When third parties are engaged by Quod Bonum in the performance of the agreement , Quod Bonum is permitted to bring this information to the attention of those third parties, unless the client has indicated in advance that its permission must first be requested. On the basis of certain legal obligations (including the Money Laundering and Terrorist Financing Prevention Act), Quod Bonum may be obliged to provide information about the client, or transactions carried out by him, to third parties without Quod Bonum being permitted to give its client to report. The client is aware of such legal obligations and accepts that Quod Bonum will comply with these obligations and will not oppose or prevent or hinder the fulfilment of these legal obligations by Quod Bonum.

Article 6 – Rates and invoicing

Invoicing for the work performed takes place monthly in accordance with the hourly rate that applies to the persons involved at Quod Bonum at the time of the performance of the work , unless this has been deviated from by agreement between Quod Bonum and the Client. This hourly rate and the rate for other services provided can be periodically adjusted by Quod Bonum, also for current assignments, when it has been decided to increase these rates, which takes place at least once per calendar year. For certain types of work or when work must be performed under great time pressure, Quod Bonum is allowed to charge higher rates than its current rates. Quod Bonum will charge costs that are not included in its rates, such as (but not limited to) courier costs, translation costs and court costs, separately to the client. Payment by the client must be made within fourteen (14) days after the invoice date. If it has been agreed with the client that he must pay an advance instalment before the work commences, this advance instalment will be off-set against the last invoice in connection with the assignment issued. All invoices are increased by the applicable sales tax percentage. If, for any reason, Quod Bonum incorrectly did not charge sales tax, where it appears afterwards that sales tax should have been charged, it can still charge the amount not charged as sales tax to the client and the client is still held that amount.

Article 7 – Limitation of Liability and Indemnity

Any liability on the part of Quod Bonum is limited to the amount paid out by Quod Bonum’s insurer in this matter, plus the deductible of Quod Bonum under that insurance. A copy of the professional liability insurance taken out by Quod Bonum will be provided on request. If in any case the insurer does not pay out, the total liability arising from, or in connection with, the work performed or to be performed is limited to the amount for the work in connection with which the damage arose, by the client to Quod Bonum has been paid in the period of twelve (12) months prior to the liability being held. Quod Bonum will not invoke this limitation of liability if damage is the result of intent or deliberate recklessness on the part of Quod Bonum. Any claim for compensation or otherwise against natural persons, employees, directors or companies (including the persons affiliated with them) who are employed by Quod Bonum or with which Quod Bonum has entered into agreements in connection with its business operations, and those before the creation of the damage can be held (partly) responsible is excluded. The aforementioned natural or legal persons may invoke these general terms and conditions and therefore also this article 7 by way of a third-party clause vis-à-vis the client. The client will indemnify Quod Bonum and the aforementioned natural persons and legal entities against claims from third parties arising from or related to a shortcoming or unlawful act of Quod Bonum – or those persons – in the context of the work performed or to be performed.

Article 8 – Termination

Each party is entitled to terminate the agreement, if desired with immediate effect . In case of cancellation, the client must at least pay for the services that have been performed up to the moment of cancellation.

Article 9 – Miscellaneous

All claims of the client expire twelve (12) months after the activities to which those claims relate have been performed, unless the possible rights of the client have already lapsed at an earlier time in accordance with the law. Dutch law is exclusively applicable to all agreements and legal relationships with the client. All disputes between the client and Quod Bonum be exclusively submitted to the competent court in Amsterdam, without prejudice Quod Bonum to submit a dispute to a judge who – in the absence of this provision – would have had the jurisdiction to adjudicate it.

<< Quod Bonum is registered in the Trade Register at the Chamber of Commerce under number 73589403.