General Terms and Conditions
Services4 performs services of a mediatory, promotional and co-ordinating nature. Amongst others, she offers her members convenience and facilitary services.
Services4 offers several standardized and custom services. The services that have been ticked are applicable to you.
Standard services:These services are subject to the Services4 General Terms and Conditions found below.
Custom services:These services are subject to the supplier’s General Terms and Conditions. A separate agreement will be concluded with you.
B. General Terms and Conditions
Article 1. Explanation
1.1 Services4 BV (hereafter: Services4) is a limited company (Dutch: Besloten Vennootschap) in Rotterdam which mediates between various service organizations and Services4’s opposite party regarding several service-related activities.
Article 2. Applicability
2.1 These general Terms and Conditions are applicable to all offers, tenders, instructions, contracts and agreements which are entered into by Services4 regarding the performance of the services concerned.
2.2 In view of the diversity of the services performed by Services4, the General part of these terms and conditions (articles 1 through 16) is applicable to all agreements.
Article 3. Entering into an agreement
3.1 An agreement is entered into by way of confirmation of an instruction, a signed offer, by online agreement to these Terms and Conditions (online: by ticking the box on www.services4.nl which is required when registering for the Services4 services) or by the commencement of services by Services4 without the opposite party protesting immediately after being informed hereof.
3.2 In these Terms and Conditions the opposite party is defined as: he who enters into an agreement with Services4 and/or he who, via mediation by Services4, enters into an agreement with one of Services4’s suppliers.
3.3 The opposite party will provide Services4, to the best of her knowledge and ability, with all information and co-operation which is necessary for the execution of the agreement.
Article 4. Offers
4.1 Offers submitted by Services4 are without obligation. If an offer is accepted by the opposite party, Services4 reserves the right to recall the offer if it turns out that the information provided by the opposite party in incorrect or incomplete.
4.2 The offers submitted by Services4’s suppliers are without obligation. If an offer is accepted by the opposite party, Services4’s supplier reserves the right to recall the offer if it turns out that the information provided by the opposite party in incorrect or incomplete.
Article 5. Circumstances beyond control
5.1 If Services4, due to circumstances beyond her control, is prevented from executing the agreement in part or in whole, she is authorized to suspend or terminate the agreement according to her preference. No legal intervention is necessary and Services4 is not committed to any form of guarantee or compensation. However, within reasonable bounds Services4 will compensate the opposite party for any damages incurred.
5.2 Circumstances beyond control include, amongst others: any circumstance limiting the execution of the agreement, even if the circumstance was foreseeable at the time the agreement was entered into: fire; war; demonstrations; riots; threat of war; emergency situations; mobilization; enemy action; embargo; extreme weather conditions; company malfunctions; energy crises; inordinate absenteeism of Services4 personnel; transport difficulties; involuntary disruptions.
Article 6. Third parties
When providing advice about third parties which may be used by the opposite parties, Services4 will exercise due care. Services4 explicitly rejects any liability for third parties and their activities.
Article 7. Liability
7.1 Liability of Services4 is limited to the amount paid by the applicable liability insurance.
7.2 Services4 is only liable for damages caused by her or her employees through intentional act or omission or through recklessness during the performance of a service.
7.3 Services4 is not liable for damages caused by persons acting under her instruction through intentional act or omission or through recklessness during the performance of a service.
7.4 If the applicable liability insurance of Services4 decides not to pay out for whatever reason, the liability of Services4 is limited to the amount charged to the opposite party in relation to the service performed, with a maximum of € 5000,-.
7.5 The aforementioned liability articles remain in force even if, despite the rejection mentioned in article 6, Services4 is held liable for third parties.
7.6 If Services4 is to be held liable by an opposite party or a third party, this needs to be done within one month of the moment that the opposite party or third party can reasonably be expected to know about the incident causing the liability. If this condition is not met, liability will not be accepted by Services4.
7.7 Claims or other requirements by the opposite party or a third party against Services4 relating to an agreement become void one month after the moment the opposite party of the third party could reasonably be expected to know about the claims or other requirements.
Article 8. Prepayment
Services4 may, in the context of an agreement with the opposite party, request a prepayment and keep this for the duration of the agreement. After termination of her services, Services4 will settle the prepayment with her last invoice.
Article 9. Prices
9.1 The prices mentioned by Services4 are inclusive of VAT and other rates or taxes set by the government, unless stated differently.
9.2 Changes, increases or imposition of taxes, levies or other legally required charges which occur after the offer has been extended or the agreement has been entered into, will be charged to the opposite party by Services4.
9.3 If the opposite party does not pay the full invoiced amount within the time period agreed upon, she will be held in default and Services4 is entitled to charge interest over the remaining amount, without further legal intervention, from the date of default. The interest amounts to 2% per calendar month, where part of a month is counted as a full month.
Article 10. Complaints
Within 3 working days after termination of the activities performed by Services4 or her suppliers, any complaints should be communicated in writing to Services4. Complaints received after this period will not be dealt with.
Article 11. Late payments
11.1 In case of late payment of an invoice by the opposite party, Services4 may terminate all agreements with the party concerned without further discussion, notification or notice of default.
11.2 The opposite party is obliged to communicate any questions or remarks about a Services4 invoice, in writing and reasoned, to Services4 within 3 working days of receipt of the invoice. Services4 will then reply, stating its reasons. In no case will the opposite party be justified in postponing its payments to Services4.
11.3 Costs incurred by Services4 due to having to remind the opposite party of its obligations towards Services4, will always be borne by the opposite party. These costs may include: legal costs, bailiff or collection costs or extrajudicial costs. The extrajudicial costs, with a minimum of € 60,- which need not be motivated, amount to 15% of the contract amount and are payable whenever the claim is passed on for collection, whether or not the opposite party is notified of this.
Article 12. Deviation from these Terms and Conditions
Deviation from these Terms and Conditions is only valid when agreed upon in writing between both parties.
Article 13. Perpetual clause
If a company is transferred in full or in part to another owner, or if there is a significant change within the company where activities supplied by Services4 are involved, the opposite party is obligated to enforce these clauses on upon its successor.
Article 14. Termination
Without prejudice to the other articles in these Terms and Conditions, Services4 is entitled to suspend or terminate the agreement without notice or legal intervention, if the opposite party:
1. Is in default of her obligations; 2. Is declared bankrupt or is requested to do so; 3. Is granted (temporary) suspension of payments, or has requested such; 4. Is subject to an extrajudicial settlement of debts, or has been requested to do so; 5. Ceases doing business in part or in full; 6. Loses a license, dispensation or registration necessary to its business; 7. Has been subject to an attachment order or warrant of execution, for whatever reason; 8. Dies or commences the (partial) liquidation of his company and/or assets; 9. is sentenced to an unconditional prison sentence, or is otherwise deemed incapable of complying with the obligations set forth in the agreement.
If one of the aforementioned situations is applicable, Services4 also reserves the right to claim compensation for direct and indirect damages, costs and interest.
Article 15. Legal government
The legal relationship between opposite party and Services4 is subject to Dutch law. Any conflicts arising from this relationship will be judged solely by the Court of Law in Rotterdam.
Article 16. Other
If any part of these Terms and Conditions is declared void or annulled, the other articles of the Terms and Conditions will remain in full force and parties are obliged to strive towards mutual agreement upon a replacement article which is valid and which is as close as possible to the original intentions of the parties.
This document is a translation of the Dutch language version of the Terms and Conditions (Algemene Voorwaarden Services4 Juli 2013). In case of any discrepancy between the original Dutch version and this translation, the Dutch version will be leading.