General conditions

 

General Conditions

1. GENERAL

I.    Advance! Business Consulting B.V. is registered KvK Nr. 020 59 267 – EU VAT Nr. NL8116.52.439.B01 in Groningen, The Netherlands. Advance! Business Consulting B.V. offers world-wide services in the field of company re-design and development and implementation of strategies, such as corporate, marketing and sales strategies, skills training and behavioral training for management and personnel, surveys, assessments, selection & outplacement of personnel, and interim management.

II.    These general conditions apply on all offers to a client or prospective client, hereinafter called ‘the client’, made by Advance! Business Consulting B.V., S.O.J. Palmelaan 277, NL 9728 VJ Groningen, The Netherlands, hereinafter called ‘Advance! Business Consulting’, as well as on all assignments granted by the client and accepted by Advance! Business Consulting B.V., unless agreed otherwise in writing.

2. OFFERS

I.    Offers by Advance! Business Consulting are never binding and are without engagement until agreed upon by both the client and Advance! Business Consulting. In its offers Advance! Business Consulting will give the best possible description of the activities involved in the offered assignment, based on information provided by the client.

II.   Offers are valid for the period of one month. In case an offer has not led to an assignment within a month after offering, Advance! Business Consulting is entitled to assign the offered capacity elsewhere.

3. AGREEMENT

I.     An offer is understood to become an assignment agreement (hereafter called assignment) after verbal or written acceptance by the client.

II.   A verbal acceptance by the client will be confirmed by Advance! Business Consulting in writing. Additional assignments, projects or tasks agreed upon in a later stage are understood to be part of the original assignment.

4. EXECUTION

I.   Advance! Business Consulting will execute the assignment independently and professionally.

II.   The client is to give full co-operation in the execution of the assignment, by providing Advance! Business Consulting with all necessary information and documents, manpower and facilities, needed by Advance! Business Consulting to fulfill its tasks. This includes the provision of office space and office facilities following Advance! Business Consulting’s requirements and specifications.

III.   The client will not grant assignments to others without prior consent by Advance! Business Consulting.

IV.    In case, on behalf of Advance! Business Consulting, third parties are to be involved in the assignment, the client is, within reasonable limits, to give full co-operation in establishing an assignment agreement with these third parties.

5. PRICES AND COSTS

I.     Unless explicitly specified otherwise in the agreement, the following conditions are valid:
a)    Honorarium: working time will be invoiced as honorarium, based on the maximum rate of (the equivalent of) € 1,575.00 per half day. For each agreed assignment a minimum of one day will be added to the invoiced working time as general start-up and preparation costs.
b)    Workshop material & copy rights: costs in direct relation to the assignment activities, such as costs for workshop hand-outs, reports, presentations, copyrights and the costs of video- and  presentation equipment will be invoiced as workshop material & copy rights, according to the costs, rates and prices specified in the assignment agreement.
c)    Other costs: traveling costs, costs for boarding, meals and beverage as well as any other costs in relation to the assignment not included in the offer will be invoiced as other costs. Traveling costs will, if relevant, include a car allowance of the equivalent of € 0.95 per kilometer, Business Class air fares with airlines of our choice, and First Class fares with any other form of public transportation, unless agreed otherwise in the assignment agreement.

II.   Additional requests by the client may lead to alterations in the duration of the assignment and with that to alterations in the total costs of the assignment.

6. PAYMENT TERMS

Assignments will be invoiced as follows:

I.    Advance! Business Consulting will invoice assignments with a total duration of less than three months in two terms. An advanced payment, based on 50% of the duration of the assignment, as estimated in the agreement, will be invoiced upon agreement of the assignment. The additional honorarium, based on the actual duration of the assignment, will be invoiced after completion of the assignment in a final calculation. Advance! Business Consulting will invoice the costs for workshop material & copy rights and any other costs in relation to the assignment in this final invoice.

II.   Advance! Business Consulting will invoice assignments with a total duration of more than three months as follows. An advanced payment, based on 25% of the duration of the assignment as estimated in the agreement, will be invoiced upon agreement of the assignment. The additional honorarium, based on the actual hours spent, will be invoiced on a monthly basis, together with the actual costs for workshop material & copy rights and any other costs made in relation to the assignment in the previous month. After completion of the assignment Advance! Business Consulting will provide the client with a final calculation and a final invoice.

III.   Invoice payments are due within fifteen days after the date of invoicing, unless agreed differently in writing. In case an invoice payment is overdue with more than 8 days, Advance! Business Consulting is entitled to charge the client 0.65% interest per month over the overdue payments.

IV.    In addition to the mentioned interest rates, Advance! Business Consulting is entitled to charge the client with all legal costs and all extrajudicial costs in relation to the non-fulfillment by the client. The extrajudicial costs are understood to be, at minimum, 150% of the total amount due.

V.    In case of a joint assignment, granted by more than one client, each of the clients is individually liable for payment of any invoices in relation to the assignment, irrespective of the addressing of the invoices by Advance! Business Consulting. 

7. PERSONNEL

I.     With prior consent of the client Advance! Business Consulting may exchange members of its team, provided that Advance! Business Consulting guarantees the quality of its work and the professional skills and qualifications of its team members.

II.   Neither the client nor Advance! Business Consulting is to hire personnel of the other party during the duration of the assignment, or within one year after completion of the assignment, without prior consent of the other party.

8. DURATION AND TERMINATION OF THE ASSIGNMENT

I.     The agreed duration of the assignment is not binding, without exception. The duration of the assignment may be influenced by the quality of the information provided by the client, and the intensity and the quality of the co-operation offered by the personnel of the client, as well as by many other causes outside the reach and scope of Advance! Business Consulting.

II.    The assignment is to be considered financially terminated when the client accepts and agrees on the final invoice. Unless the client appeals within 10 days after the invoicing date, the final invoice is understood to be accepted and agreed upon by the client, after which the client is liable to fulfill the requested payment.

9. CANCELLATION AND EARLY TERMINATION

I.     In case the client cancels the assignment or part of the assignment after written confirmation of the assignment, the client is obliged to pay Advance! Business Consulting 50% of the estimated honorarium and costs of workshop material & copyrights as agreed in the assignment agreement.

II.    In case the client cancels the assignment or part of the assignment within ten (10) weeks before the actual start of the assignment, the client is obliged to pay Advance! Business Consulting 100% of the estimated honorarium and costs of workshop material & copyrights as agreed in the assignment agreement.  

III.   Early termination of the assignment can be agreed upon, in case either the client or Advance! Business Consulting is of the opinion that the assignment can not be executed in line with the agreement. In case of an early termination of the assignment both the client and Advance! Business Consulting will respect a term of notice of thirty working days, in case assignments have duration of more than two months. In case of an assignment with duration of less than two months, both the client and Advance! Business Consulting will respect a term of notice of ten working days. Early termination will only take place under the provision that both the client and Advance! Business Consulting have taken all necessary and reasonable steps to prevent early termination.

IV.   In case of early termination of the assignment Advance! Business Consulting will invoice the client with honorarium and costs until the actual date of termination.

V.    In case of early termination, the client is due to compensate for the capacity Advance! Business Consulting originally reserved for the terminated assignment, which Advance! Business Consulting is unable to assign elsewhere within the originally agreed term of the assignment.

VI.    Both the client and Advance! Business Consulting have the right to terminate the assignment without prior notice in case any of the agreement partners becomes unable to fulfill their financial liabilities.

10. LIABILITIES

I.     Advance! Business Consulting accepts no liability claims whatsoever for any of its activities or results of it’s activities - including consequential damages in relation to the assignment, except in case of, by the client proven, misconduct or non-fulfillment by personnel of Advance! Business Consulting. In that case Advance! Business Consulting will accept liability only to a maximum of the honorarium and additional costs as agreed upon in the assignment agreement, with respect to the personnel of Advance! Business Consulting involved in the proven misconduct or non-fulfillment.

II.   The client guarantees Advance! Business Consulting at all times against claims from third parties related to the assignment or to results of the assignment, including consequential damages.

11. FORCE MAJEURE

I.     In case, by force majeure such as illness or any other unforeseen cause of a serious nature, Advance! Business Consulting (temporarily) is unable to fulfill it’s duties in line with the agreed assignment; the client will be notified on the shortest possible notice.

II.   In case of aforementioned situations of force majeure, Advance! Business Consulting will, together with the client, investigate acceptable solutions for continuation of the assignment, or postponement of the agreement to a later stage.

III.   In case the duration of the force majeure is more than three months, and no acceptable solution for continuation of the assignment, or postponement of the agreement to a later stage, has been found prior to the last day of the third month, the agreement will be considered cancelled, with no further liabilities or financial consequences for the client nor Advance! Business Consulting.

IV.   Advance! Business Consulting accepts no liability claims whatsoever for non-fulfillment related to aforementioned situations of force majeure.

12. SECRECY

I.     Advance! Business Consulting is bound to secrecy towards third parties with respect to all information and/or data concerning the assignment, and with respect to the organization and/or strategies of the client.

II.   The client will not inform any third party about the methods, techniques and/or ways of working of Advance! Business Consulting in relation to the assignment, other than with the prior written consent of Advance! Business Consulting. The client is not allowed to forward to any third party any document, videotape or electronic file bearing the copyright of Advance! Business Consulting, in part or in whole, without the prior written consent of Advance! Business Consulting.

13. COPYRIGHTS

I.      Any result of the assignment, such as research results, reports, survey results and strategies, remain property of the client.

II.     Workshop hand-outs, manuals and/or any other document, video tape or electronic file bearing the copyright of Advance! Business Consulting, remain the property of Advance! Business Consulting, unless agreed otherwise in writing prior to the assignment.

14. ARBITRATION

All disputes arising in connection with these general conditions shall be finally settled under the Rules of Conciliation and Arbitration of the International Chamber of Commerce by one or more arbitrators appointed in accordance with the said Rules.

These General Conditions were last updated January 1, 2019.