1. Doorn en Keizer B.V., trading amongst others under the following (trade) names, Doorn en Keizer or Doorn en Keizer Employment lawyers (“Doorn en Keizer”)”, is a limited liability company under Dutch law which conducts the legal practice with its employment law attorneys (“professional(s)”).

2. Any assignment(s) granted to Doorn en Keizer will be accepted and executed only subject to applicability of these general terms and conditions. Doorn en Keizer does not accept any general terms and conditions of the client and these general terms and conditions are hereby explicitly rejected.

3. Regardless which professional of Doorn en Keizer accepts or executes an assignment (whether or not in cooperation with others), Doorn en Keizer will be the sole contracting party even if the assignment is explicitly or implicitly intended to be executed by a specific person or persons. Articles 7:404 and 7:407.2 of the Dutch Civil Code do not apply to any assignments accepted by or on behalf of Doorn en Keizer.

4. Unless otherwise agreed in writing the net amounts payable for Doorn en Keizer’s services will be computed based on the number of hours spent on the execution of the assignment times the applicable hourly rate of the professional(s) of Doorn en Keizer, which multiplication may consider, at Doorn en Keizer’s discretion, factors such as urgency, expertise, the stakes at issue or complexity of the case, the nature and duration of the relationship with the client, etcetera. The hourly rates will be adjusted from time to time, after which the rates as adjusted will apply. Doorn en Keizer will furthermore charge the client for any specific costs advanced by Doorn en Keizer in the execution of the assignment (such as court rates, costs of extracts and costs of couriers) as well as the costs charged to Doorn en Keizer by the sub-contractors referred to in Article 11.

5. All the amounts invoiced by Doorn en Keizer will be increased by turnover tax where required. Every two weeks or every month Doorn en Keizer will invoice the services rendered in the preceding two weeks or month, with a payment term of fourteen days. Doorn en Keizer may unilaterally change the invoicing frequency and this payment term. After expiry of the payment term, interest will be due on the total invoice amount at the statutory rate as referred to in Article 6:119a of the Dutch Civil Code, as well as all (extra) judicial costs of collection incurred by Doorn en Keizer including, without limitation, the full costs of any internal or external lawyers engaged. Clients and former clients are required to provide security for the amounts payable to Doorn en Keizer for services already rendered and yet to be rendered, such security to be provided at Doorn en Keizer’s first request and to its satisfaction.

6. The client and Doorn en Keizer are at all times free to prematurely terminate an assignment without giving reasons, on the understanding that Doorn en Keizer will terminate an assignment prematurely and unilaterally in the manner least damaging to the client. Premature termination will not affect the payability by the client of the amounts invoiced and to be invoiced by Doorn en Keizer.

7. Doorn en Keizer’s contractual or non-contractual liability for loss or damage arising from or related to any shortcomings in the execution of assignments will be limited to the amount covered under the professional liability insurance taken out by Doorn en Keizer increased by the excess applicable under the professional liability insurance. Shortcomings as referred to in the preceding sentence will be understood to include an omission. Any liability of Doorn en Keizer for indirect or consequential loss or damage is hereby excluded.

8. If and to the extent that for whatever reason no payment is made under Doorn en Keizer’s professional liability insurance in connection with a contractual or extra-contractual liability of Doorn en Keizer for loss or damage arising from or related to any shortcomings in the execution of assignments, each and any liability will be limited to an amount equalling three times the amount that Doorn en Keizer has invoiced to the relevant client in the matter concerned in the past twelve months (counted from the shortcoming) exclusive of turnover tax with a maximum of EUR 25,000, in words twenty-five thousand Euros.

9. If and to the extent that in or in connection with the execution of assignments or in any other context damage is caused to persons or goods, for which damage Doorn en Keizer is liable, each. and any liability will be limited to the amount covered under the liability insurance taken out by Doorn en Keizer increased by the excess applicable. Any liability of Doorn en Keizer for indirect or consequential loss or damage is hereby excluded.

10. If and to the extent that for whatever reason no payment is made under Doorn en Keizer’s liability insurance in connection with damage to persons or goods caused in or in connection with the execution of assignments, each and any liability will be limited to an amount equaling three times the amount that Doorn en Keizer has invoiced to the relevant client in the matter concerned in the past twelve months (counted from the occurrence of the damage) exclusive of turnover tax with a maximum of EUR 25,000, in words twenty-five thousand Euros.

11. In the execution of an assignment Doorn en Keizer may engage not only the director(s) of its (indirect) shareholder(s) and its employees but also third parties who are not working within its organisation (‘sub-contractors’). In the selection of subcontractors Doorn en Keizer will exercise due care and consult with the client in advance where necessary. Doorn en Keizer will not be liable for any errors or shortcomings committed by any subcontractors it has engaged. Any assignment accepted by or on behalf of Doorn en Keizer will imply Doorn en Keizer’s authority to accept on behalf of the client any general terms and conditions and/or limitations of liability used by subcontractors.

12. Not only Doorn en Keizer but also any sub-contractors engaged in the execution of an assignment may invoke these general terms and conditions.

13. Doorn en Keizer is the controller regarding the personal data processing related to its services. Doorn en Keizer processes personal data in accordance with its Privacy Statement (https://www.denklaw.nl/en/privacystatement/).

14. All the provisions contained in these general terms and conditions have been made also on behalf of the (indirect) shareholders of Doorn en Keizer, the director(s) of the (indirect) shareholder(s) of Doorn en Keizer, including any legal successors and heirs, and on behalf of any (former) employees and others working or having worked in any way and in any capacity for Doorn en Keizer. The shareholders of Doorn en Keizer are private limited companies. A list of the persons holding shares via their limited companies in Doorn en Keizer’s capital will be made available upon request.

15. These general terms and conditions will apply also to any additional and any follow-up assignments of clients. The general terms and conditions have been drawn up in Dutch and translated into the English language. In the event of disputes about the contents or purport of these general terms and conditions, the Dutch text will prevail over the English text.

16. Any assignments accepted by Doorn en Keizer are subject to the Doorn en Keizer Office Complaints Regulation

17. The legal relationship between clients and Doorn en Keizer will be exclusively governed by Dutch law. Any disputes will be exclusively submitted to the Court of Amsterdam. This does not change the fact that Doorn en Keizer at all times has the right to file proceedings with the competent court in the jurisdiction or district of Doorn en Keizer’s client. If the court in any proceedings against a client decides in Doorn en Keizer’s favour, this client will owe Doorn en Keizer compensation in full of the judicial and extrajudicial costs incurred by Doorn en Keizer, including the full costs of any internal or external lawyers and other advisors engaged by Doorn en Keizer.

18. Doorn en Keizer may amend these general terms and conditions from time to time. The new general terms and conditions as amended will apply from the moment of publication on our website to any current or new assignments granted to Doorn en Keizer.

19. Doorn en Keizer has its registered office in Amsterdam and is listed in the trade register under number 59417978.

20. These General Terms and Conditions have been filed with the registry of the Court of Amsterdam on 29 May 2018 under number 52/2018 and can be viewed also at www.denklaw.nl.