Terms & Conditions
a. “Client”; The natural person or legal entity who’s organization has given FJ Bosman Interim (represented by F.J. Bosman) instructions to provide for the performance of a particular Assignment.
b. “Interim Manager”; The legal entity, represented by F.J. Bosman, located in Doorn who has accepted the instruction referred to under paragraph 1a of this article.
c. “Contract”; The document stating the content of the services, the hourly or daily rates and the duration of the Assignment. If applicable, it will also state which data shall be made available to the Interim Manager upon commencement and during the execution of the Assignment. A duly signed “Quotation” will also serve as Contract.
2. Terms and conditions
a. These Terms and Conditions will apply to all quotations, agreements and deliveries by the Interim Manager, unless expressly stated otherwise in writing, in whole or in part.
b. The applicability of any other general business terms to be used by or referred to by Client shall hereby be explicitly ruled out.
a. All quotations shall be without any obligation and shall be valid for 30 calendar days, unless stated otherwise in the quotation.
a. The daily rate is based on 8 working hours per day. Incidental additional working hours will not be charged. Unless expressly stated otherwise, all rates shall be excluding VAT and shall be charged separately.
b. Daily travelling expenses from place of residence to the work premises as well as travelling to suppliers, customers or business relations on behalf of the Client, will be charged separately at the rate defined in the Contract, excluding VAT.
c. Other expenses such as business travel (e.g. air tickets, hotel accommodation, meals) will be forwarded to the Client for payment based on actual cost.
5. Invoice and payment
Unless otherwise agreed in writing, invoices will be payable within 14 days after date of invoice. Should the Client fail to make payment within 14 days of the invoice date, the Client shall be in default without any further notice of default being required. The Interim Manager shall be entitled to increase the amount due by adding interest as of the due date.
6. Modification of agreements
a. Changes to instructions and/or agreements will be mutually agreed upon, communicated in timely manner, and confirmed in writing.
b. Changes to instructions shall take effect as from the date of acceptance thereof by the Interim Manager.
c. If any misunderstandings arise and which are caused by missing specifications or other statements that were not received in a timely or complete manner by the Interim Manager, the Client shall bear the risk of any misunderstandings regarding content and performance of the agreement.
d. Changes to the instructions may result in the agreed delivery period being exceeded by the Interim Manager without the Interim Manager being responsible for this.
7. Delivery periods
a. If and when delivery periods are stated in the quotation, these are to be considered best estimates, established at the time of drawing up the agreement and with the best available knowledge at that time. Unless expressly agreed that the delivery period stipulates a firm deadlines, the Interim Manager shall not provide any guarantee whatsoever regarding the stated delivery periods.
b. In case of non-timely delivery, the Client is not entitled to any form of compensation, obligation vis-à-vis, or cancellation of the agreement.
c. The Interim Managers commitment to an agreed delivery deadline shall cease to apply if the Client unilaterally desires to change any of the original working mandates.
8. ￼Extension and termination
a. If the Client has the intention to extend the contract, the extension will be discussed and agreed upon with the Interim Manager in a timely manner, preferably a month before the Assignment’s termination date. The extended contract shall be continued under the same conditions, unless departures from those conditions are agreed upon in writing by both parties
b. The Assignment may be terminated with immediate effect if:
· The Client or Interim Manager is declared bankrupt or goes into liquidation,
· The Client or Interim Manager is prevented from fulfilling obligations within the scope of the Assignment’s execution owing to a case of force majeure
c. The Interim Manager shall be entitled to suspend or cease further performance if the Client does not observe the agreed upon payment conditions. In this case the Client shall be fully liable for the consequences of suspension and/or termination.
d. Suspension and/or termination shall not affect the payment obligation for work already performed.
9. Code of conduct
a. In performing the work for the Client, the Interim Manager shall exercise the greatest possible care concerning the Client’s interests.
b. The Interim Manager will ensure that any data or information provided by the Client to the Interim Manager in connection with the instruction is kept confidential.
c. After termination of the agreement, the Interim Manager will return all data, documents and other material furnished by the Client in good condition and will not retain any copies of said material.
a. The Interim Manager shall not be held liable for any consequential damages, e.g. lost profit or similar.
b. Interim Manager shall also not be held liable for theft, loss or destruction of objects, materials or data furnished to the Interim Manager for or on behalf of the Client.
11. Force majeure
If the Interim Manager is unable to perform the agreed work in whole or in part because of a situation of force majeure, it shall be entitled to suspend performance of the agreement without court intervention or to consider the agreement cancelled in whole or in part, without being required to provide any compensation or guarantee.
If, for whatever reason, the Client’s business (or relevant activities thereof) is merged with or continued in another business in any manner or form whatsoever, the original and successor companies shall be jointly liable for the performance of the Client’s obligations referred to under 1.
12. Applicable law
Dutch law shall solely apply to any agreements concluded subject to these Terms and Conditions and to the agreements ensuing from these.