1. Klos Morel Vos & Schaap
(‘the partnership’) is a partnership (in Dutch: maatschap)
of limited
liability companies and natural persons (‘partners’).
A list of partners will be provided on request.
2. These general conditions are applicable to all instructions
(in Dutch: opdracht), unless agreed otherwise in writing in advance.
Applicability of the instructing client’s general conditions
is excluded.
3. The relationship between the partnership and the instructing
client is governed by Dutch law. Disputes shall be submitted exclusively
to the competent court in Amsterdam.
4. All instructions are accepted and carried out by the partnership
only, even if it is the express
or implied intention that an instruction be carried out by a specific
person. Applicability of
Article 7:404 of the Dutch Civil Code, which relates to the situation
referred to in the preceding sentence, and of Article 7:407(2)
of the Dutch Civil Code, which imposes joint and several
liability when an instruction is given to two or more persons,
is excluded.
5. The liability of the partnership is limited to the amount
which is paid out under the partnership’s liability insurance
in the matter concerned, plus the amount of the deductible which
under the terms of the relevant insurance policy must be borne
by the partnership.
6. The partnership is authorised to engage third parties when
carrying out instructions, such as attorneys of record, bailiffs,
foreign lawyers and other Dutch or foreign service providers and
advisors. It will exercise due care in engaging third parties
and will, if possible, consult with the instructing client in
advance. The partnership is authorised to accept, for and on behalf
of the instructing client, any general conditions and limitation
of liability of such third parties. Liability
of the partnership for third parties' faults or shortcomings is
excluded.
7. The instructing client shall indemnify the partnership and
hold it harmless in respect of all claims of third parties connected
in any way with the activities performed for the client. The client
shall compensate the partnership for reasonable costs of defending
such claims.
8. The instructing client is due fees plus disbursements, a
compensation for general office
expenses and VAT in respect of instructions carried out. Any advance
payment made will be
set off against the final invoice in connection with the instruction.
9. Invoices will be paid within the period indicated on the
invoice. Should payment not be received within the period mentioned,
the client shall be deemed in default without any further notice
being required and the partnership is authorised to charge legal
interest.
10. These general conditions are also stipulated for the benefit
of the partners and their directors, former partners and their
directors, and all persons who are or have been employed, working
or engaged by the partnership in connection with any instruction.
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