General Terms and Conditions
- Smeets Gijbels B.V. is a private limited company ('besloten vennootschap') incorporated under the laws of The Netherlands. The object of the company is to practice the profession of lawyer ('advocaat'), (divorce) mediator and coach. A list of the shareholders in Smeets Gijbels B.V., or the persons holding shares in Smeets Gijbels B.V. through their respective holding companies which persons are, in conformity with international practice, referred to as 'partners' will be provided on request.
- The provisions in these general terms and conditions are made for the benefit of not only Smeets Gijbels B.V., but also the 'partners' (as referred to above), all other persons working for Smeets Gijbels B.V., all persons engaged by Smeets Gijbels B.V. in relation to the carrying out of any instruction and all persons for whose acts or omissions Smeets Gijbels B.V. may be held liable.
- All instructions are only accepted and carried out by Smeets Gijbels B.V. as such, pursuant to a written or verbal contract for professional services ('overeenkomst tot opdracht'). This applies even if it is the client's express of implied intention that an instruction be carried out by a specific person. The applicability of Article 7:404 of the Netherlands Civil Code, which relates to the situation referred to in the preceding sentence, and of Article 7:407(2) of the Netherlands Civil Code, which imposes joint and several liability where an instruction is given to two or more persons, is hereby expressly excluded.
- In acting upon an instruction, Smeets Gijbels B.V. may call upon the assistance, under its responsibility, of the 'partners' (as referred to above) and the employees of Smeets Gijbels B.V. and, where appropriate, may engage the services of third parties. Smeets Gijbels B.V. cannot be held liable for shortcomings of third parties, with the exception of intent or gross negligence of Smeets Gijbels B.V.
- Smeets Gijbels B.V. shall exercise due care in carrying out an instruction, performing all activities, and selecting and engaging the services of third parties.
- If the carrying out of an instruction by Smeets Gijbels B.V. gives rise to liability, this liability shall, subject to Article 5, in all circumstances be limited to the amount which is paid out under Smeets Gijbels B.V.'s insurance policy in the matter concerned, plus the amount of the deductible which must be borne by Smeets Gijbels B.V. pursuant to the applicable insurance policy in the matter concerned.
- If, for whatever reason, the insurer makes no payment under the insurance policy referred to in Article 6, any liability shall be limited to a sum equal to three times the amount invoiced by Smeets Gijbels B.V. in the matter concerned in the relevant year, subject to a maximum of 50,000.
- Smeets Gijbels B.V. is authorised to accept, for and on behalf of the client, any limitation of liability by any third party referred to in Article 4. Any liability of Smeets Gijbels B.V. for a third party's failure to perform his / its obligations is limited to the amount that the client could have recovered from that third party in a direct action against that third party.
- Payment of Smeets Gijbels B.V.'s invoices shall take place within 15 days of the invoice date, without suspension or set off. Except if the client protests promptly upon receipt of Smeets Gijbels B.V.'s invoice, Smeets Gijbels B.V. and its Third Party Foundation ('Stichting Derdengelden') are entitled to set off moneys received for or from the client against, or use them in payment of, whatever the client owes Smeets Gijbels B.V.
All judicial or extrajudicial costs connected with the collection of outstanding amounts with a minimum of 15% over and above the amount to be collected shall be for the client's account. Judicial costs are not limited to the nominal costs of the procedure awarded by the court, but shall be for the account of the client in full if it is judged to be in the wrong (to a preponderant degree).
- These general terms and conditions have been drawn up in both Dutch and English. In the event of a dispute regarding the contents or intent of these general terms and conditions, the Dutch version shall be binding.
- The legal relationships to which these general terms and conditions apply shall be governed by and construed in accordance with the laws of The Netherlands. Disputes shall be submitted to the Court of First Instance in Rotterdam . Notwithstanding the above, Smeets Gijbels B.V. shall have the right to institute proceedings in any competent court in the client's jurisdiction.
- Smeets Gijbels B.V. is entitled to amend its basic hourly fee and costs charged by it for travel expenses for travel by car, air carrier or train. If the amendment involves an increase of more than 10%, or if an increase takes place within 3 months of the contract for professional services between Smeets Gijbels B.V. on the one hand and the client on the other hand coming into effect, the client shall be entitled to dissolve the agreement. The right to dissolve lapses on the 15 th day after the invoice date of the first invoice sent to the client after the increase of the basis hourly fee and / or the aforementioned costs for travel expenses.
These general terms and conditions have been filed at the Court Registries of the Court of Rotterdam and appear on Smeets Gijbels B.V.'s website: www.smeetsgijbels.com.