1. Van den Herik & Verhulst Advocaten N.V. (“Van den Herik & Verhulst”) is a limited liability company (“naamloze vennootschap”) incorporated under the laws of The Netherlands, with its registered office at Rotterdam (listed in the Commercial Register of the Chamber of Commerce number 24452478). A list of the shareholders in Van den Herik & Verhulst or the persons holding shares in Van den Herik & Verhulst through their respective holding companies - which persons are referred to as “partners” - will be provided on request. A partner is also the person who received the title of partner, without being a shareholder.
2. The provisions in this general conditions shall apply to all instructions, follow-up instructions, modified or supplemental instructions, accepted by Van den Herik & Verhulst, as well as to all other services (“Instructions”).
3. Instructions to Van den Herik & Verhulst or to any of the partners and/or employees constitute instructions accepted and carried out exclusively by Van den Herik & Verhulst. The applicability of Article 7:404 BW, 7:407(2) and 7:409 BW is excluded. This shall also apply if the instructions were explicitly or implicitly intended for a particular person.
4. Van den Herik & Verhulst will exercise due care when hiring a third party. Van den Herik & Verhulst shall not be liable for any default or failings of such third parties. Van den Herik & Verhulst will not be liable for shortcoming of whatever nature of these third parties and will without prior consultation and also on behalf of the client be entitled to accept a limitation of liability on the part of third parties which it has engaged.
5. All instructions shall be performed on the basis of a fee agreed on in writing, or, in absence of this, a reasonable fee, which, in principle, shall be determined on the basis of the hours worked multiplied by the hourly or other rates set annually by Van den Herik & Verhulst, increased by a fixed surcharge determined by Van den Herik & Verhulst to defray office facility costs.
6. As a rule, a client will be invoiced on a monthly basis for the work carried out. Invoices have to be paid within 14 days after the invoice date, without a suspension, reduction or set-off. If this period is exceeded, the client shall be in default by operation of law.
7. The liability on the part of Van den Herik & Verhulst shall be limited to the amount paid out under the professional liability insurance policies taken out by Van den Herik & Verhulst, plus the amount of any deductible (“own risk”) sum.
8. Should no insurance payment be made, for whatever reason, the liability on the part of Van den Herik & Verhulst shall be limited to a sum equal to two times the amount invoiced by Van den Herik & Verhulst in the matter concerned in the relevant year, subject to a maximum of € 100.000,--. At the clients request, Van den Herik & Verhulst shall provide information on the extent of the cover under the professional liability insurance.
9. All causes of action and other rights vis-à-vis Van den Herik & Verhulst on whatever bases which the client can rely on with respect to Van den Herik & Verhulst lapse if they have not been submitted to Van den Herik & Verhulst in writing and accompanied by reasons within one year of the date on which the client became aware, or could reasonably have become aware of the facts on which its claim is based.
10. All provisions in these general conditions are also made for the benefit of the shareholders and the partners, the former shareholders en former partners and all persons engaged by Van den Herik & Verhulst in relation to the carrying out of Instructions and all persons for whose acts or omissions Van den Herik & Verhulst might be held liable.
11. Dutch law shall apply to the Instructions. All disputes arising from or related to Instructions, including all invoice disputes, will be settled in accordance with the Legal Profession Disputes Committee Rules. Notwithstanding the above, Van den Herik & Verhulst shall have the right to institute proceedings in the competent court in Rotterdam.
12. These general conditions have been drawn up in Dutch and English. In the event of a dispute regarding the content or intent of these general conditions, the Dutch version shall be binding.
13. This general conditions have been filed at the Court Registry of the Court of First Instance in Rotterdam under registration number 35/2010 and appear on Van den Herik & Verhulst’s website at www.hvadvocaten.nl.