Terms and conditions.
These terms apply to all quotes, assignments and agreements of [Bedrijfsnaam] [rechtsvorm]. For each assignment we put the details in a proposal; what it says takes precedence over these terms.
Draft text — details in [brackets] are still to be filled in.
1. Scope
These terms apply to every offer and agreement between us and a client. The client's own terms only apply if we've accepted them in writing.
2. Offers and agreement
Our proposals are non-binding and valid for [30 days] unless stated otherwise. An agreement is formed once the client accepts a proposal in writing or by email, or once we start the work.
3. Execution
We carry out assignments carefully and to the best of our ability. This is an obligation of effort, unless a specific result is expressly agreed. The client provides the information and access we need in good time.
4. Prices and payment
Prices are in euros and exclude VAT unless stated otherwise. Invoices are due within [14 days]. If payment is late, we may suspend the work and charge statutory interest and reasonable collection costs.
5. Venture acquisitions
When a venture is acquired, the transfer (components, price, handover date and any support) is set out in a separate purchase agreement. Figures and expectations in the catalogue are indicative, not guaranteed.
6. Intellectual property
All rights to what we create stay with us until paid in full. After that, the agreed rights pass to the client. General know-how, methods and tools we also use for others remain ours.
7. Confidentiality
Both parties keep the other's confidential information secret, also after the agreement ends.
8. Liability
Our liability is limited to direct damage and to no more than the amount invoiced for the assignment concerned, or the amount paid out by our insurer. We're not liable for indirect damage such as lost revenue or profit, except in case of intent or gross negligence.
9. Force majeure
In case of force majeure, such as supplier outages or other circumstances beyond our control, we may suspend the work without being liable for damages.
10. Termination
An ongoing assignment can be ended in writing with [one month's] notice. Work already done will be invoiced.
11. Governing law
All agreements are governed by Dutch law. Disputes go to the competent court in [district], after we've first tried to find a solution together.