Terms and Conditions

SAFEGUARDCOMPANY.COM
A DIVISION OF FDR

Applicability

Creation of Assignments

4. All offers from the Office can be revoked until they have been accepted, even if they contain a term for acceptance.

5. Quotations can only be accepted by the Client in writing. However, the Office has the right to accept an oral acceptance as if it had been made in writing.

Execution of Assignments

6. The Office carries out all assignments with the care that may reasonably be expected from the office, given the nature of the Assignment, the urgency required, information provided by the Client, and the other facts and circumstances.

7. If the Client provides data for the performance of an Assignment, the Office will assume the correctness of this data unless the Assignment (partly) relates to verifying the relevant data. Should the data - for example with regard to rights of third parties such as retention of title, rights of pledge and attachments - prove incorrect during the Assignment, the consequences thereof will be entirely at the expense of the Client and the Assignment will be adjusted in accordance with Articles 13, 14 and 15.

8. Specified or agreed terms for the performance of the Assignment are never strict deadlines, unless agreed otherwise in writing.

Engagement of third parties

9. The Office may use the services of third parties in the performance of Assignments. The Office will select these third parties to the best of its ability and pay them in line with the market. If the Office uses the help of third parties in the fulfillment of an obligation, the Office is not liable for third party behavior. This applies without prejudice to the obligation of the Office to exercise due care when selecting that third party and, if this is reasonably possible, to consult with the Client about that engagement and that third party.

10. The deliveries that the Office agrees with these third parties also apply to the relationship between the Office and the Client. The Office will inform the Client about this at the first request.

Confidentiality

11. The Office will treat all data and information made available by or on behalf of the Client confidentially and will only pass it on to third parties insofar as this is necessary for the performance of the Assignment.

Retention period

12. The Office will keep all documents and files related to an assignment for five years after completion of the assignment. After this period, the office can destroy the documents and files.

Unforeseen circumstances

13. If unforeseen circumstances arise, which are of a nature that the Office cannot reasonably be required to comply with the Assignment unchanged, the Assignment will be adjusted in consultation with the Client.

14. If no agreement can be reached on the adjustment of the Assignment, it can be terminated by the Client and/or Office with immediate effect.

15. In the event of early termination, articles 16, 17 and 18 apply to the part of the Assignment already completed by the Office.terial on the website is kept up to date.

Remuneration

16. All assignments are carried out at the agreed rates or, in the absence thereof, at the rates customary at the Office.

17. All costs incurred by the Office will be passed on to the Client in full by the Office. These costs in any case concern the costs of engaging third parties.

18. The Office can adjust all rates at least once a year in accordance with the usual adjustments at the Office.

Liability and Indemnity

19. The office has taken out professional and legal liability insurance. Any liability of the Office towards the Client is limited to the amount that the Office can charge the Client for its own work upon completion of the relevant Assignment.

20. If the insurance policies referred to in Article 19 do not lead to a payment, the liability of the Office towards the Client is limited to the amount that the Office can charge the Client for its own activities when completing the relevant Assignment. A copy of the current policy is available for inspection at the office.

21. If the Assignment has a term of more than 3 months, the amount referred to in Article 20 will be determined by the sum of the amounts charged by the Office in the 3 months preceding the Client's liability claim.

22. Any claim of the Client against the Office will lapse if it has not been submitted to the Office in writing and with reasons within 14 days after the Assignment has ended, at least, insofar as this is earlier, after the part of the Assignment from which the claim arises has ended.

23. The Client indemnifies the Office and the third parties engaged by the Office against all claims from other third parties related to the Assignment.

24. Any liability of the Office that exceeds the limitations stated in Articles 19 to 23 is excluded.

Liability and default

25. All claims of the Office are immediately due and payable. In any case, the Client shall be – without summons is required – deemed to be in default if payment has not been made within the allotted payment term, which is always is only a terme de grâce. In the event of default, extrajudicial collection costs (calculated according to the collection rate of the Dutch Bar Association) and statutory interest is due up to the date of overall satisfaction. In addition, the Client is obliged to pay all legal costs incurred by the Office in full Pay.

Duration, cancellation and dissolution

26. Unless stipulated otherwise in the service agreement, it will be entered into for a period of at least 12 months. After the expiry of the agreed period, the agreement will be tacitly extended for the same period each time, unless one of the parties has given notice of termination by registered letter with due observance of a notice period of three months before the end of the current contract period.
Interim dissolution is not possible, except for the cases mentioned below. Each of the parties is authorized to dissolve the agreement prematurely by registered letter if:
- The other party does not fulfill one or more of its obligations within a period set by registered letter.
- Bankruptcy is filed by the other party, suspension of payment is granted or measures are taken that indicate liquidation or strike of the company.
- In the event of termination of the service agreement, no refund will be made of the prepaid basic contribution, unless agreed otherwise in the offer.

Applicable law and choice of forum

27. (The creation of) a legal relationship between the office and the Client or a third party engaged by it is exclusively subject to Dutch law. Disputes will be settled exclusively by the competent Dutch court in Amsterdam. Only the Dutch text of the Conditions is binding.

Amsterdam, 01-01-2020